Global Cyber Intrusion Activity More than Doubled in First Half of 2021, According to Accenture’s Cyber Incident Response Update

Global Cyber Intrusion Activity More than Doubled in First Half of 2021, According to Accenture’s Cyber Incident Response Update

Companies in the U.S. targeted more than those in any other country

NEW YORK–(BUSINESS WIRE)–
The volume of cyber intrusion activity globally jumped 125% in the first half of 2021 compared with the same period last year, according to the Cyber Investigations, Forensics & Response (CIFR) mid-year update from Accenture (NYSE: ACN). The information is derived from directly helping clients respond and recover from a variety of cyber incidents.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210804005200/en/

Accenture Cyber Investigations, Forensics & Response mid-year update (Graphic: Business Wire)

Accenture Cyber Investigations, Forensics & Response mid-year update (Graphic: Business Wire)

The triple-digit increase (125%) was driven primarily by web shell activity ― i.e., the use of small pieces of malicious code to gain remote access and control ― targeted ransomware and extortion operations, and supply chain intrusions.

Three countries accounted for more than 70% of the incident volume observed by the CIFR team. The U.S. was the most targeted country, accounting for 36% of incident volume, followed by the U.K. (24%) and Australia (11%).

From an industry perspective, consumer goods & services was targeted the most often, accounting for 21% of cyberattacks, followed by the industrial/manufacturing, banking, and travel & hospitality industries, at 16%, 10% and 9%, respectively.

“Many organizations today are only securing their core corporate systems and not fully protecting their supply chain, subsidiaries and affiliates. That’s why it’s critical for companies to have a holistic plan to cover their entire ecosystems,” said Robert Boyce, who leads Accenture’s Cyber Investigations, Forensics & Response business globally. “Industries that previously experienced lower levels of cyberattacks during the pandemic ― such as consumer good & services, industrials, travel & hospitality, and retail ― should reevaluate their cybersecurity posture as increased consumer activity in these industries present renewed opportunities for cybercriminals.”

The findings also detail malware categories by volume, top ransomware variants observed, and industries targeted most often by ransomware in the first half of 2021. Among the key findings:

  • The largest malware category observed by volume was ransomware at 38%, followed by backdoors at 33%.
  • The top ransomware variant observed was REvil / Sodinokibi, accounting for 25% of ransomware.
  • The industry targeted most often by ransomware operators was insurance, accounting for 23% of ransomware attacks, followed by consumer goods & services (17%) and telecommunications (16%).
  • Companies with annual revenues between US$1 billion and US$9.9 billion accounted for more than half (54%) of ransomware and extortion victims, followed by companies with annual revenues between US$10 billion and US$20 billion (20%).

About the CIFR Data

Accenture’s Cyber Investigations, Forensics & Response (CIFR) mid-year update is based on data collected from CIFR incident response engagements between January and June 2021. In addition, all intrusion data and analysis are based on Accenture’s distinct collection sources and could be subject to field-of-view limitations, such as Accenture’s client’s size, industry sectors, and geographies served.

To access the CIFR mid-year update, visit our blog here: Triple digit increase in cyberattacks: What next?

To see our previous update, click here.

About Accenture

Accenture is a global professional services company with leading capabilities in digital, cloud and security. Combining unmatched experience and specialized skills across more than 40 industries, we offer Strategy and Consulting, Interactive, Technology and Operations services — all powered by the world’s largest network of Advanced Technology and Intelligent Operations centers. Our 569,000 people deliver on the promise of technology and human ingenuity every day, serving clients in more than 120 countries. We embrace the power of change to create value and shared success for our clients, people, shareholders, partners and communities. Visit us at www.accenture.com.

Accenture Security is a leading provider of end-to-end cybersecurity services, including advanced cyber defense, applied cybersecurity solutions and managed security operations. We bring security innovation, coupled with global scale and a worldwide delivery capability through our network of Advanced Technology and Intelligent Operations centers. Helped by our team of highly skilled professionals, we enable clients to innovate safely, build cyber resilience and grow with confidence. Follow us @AccentureSecure on Twitter or visit us at www.accenture.com/security.

Copyright © 2021 Accenture. All rights reserved. Accenture, and its logo are trademarks of Accenture.

Alison Geib

Accenture

+1 703 947 4404

[email protected]

Denise Berard

Accenture

+1 617 488 3611

[email protected]

KEYWORDS: United States North America New York

INDUSTRY KEYWORDS: Data Management Security Technology Other Technology Software Networks

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Accenture Cyber Investigations, Forensics & Response mid-year update (Graphic: Business Wire)

Emerson Reports Third Quarter 2021 Results; Raises 2021 Outlook

Emerson Reports Third Quarter 2021 Results; Raises 2021 Outlook

  • Net Sales were $4.7 billion up 20 percent from the year prior; Underlying Sales were up 15 percent
  • GAAP EPS was $1.04, up 55 percent from the year prior; Adjusted EPS, which excludes restructuring and first year purchase accounting charges, was $1.09, up 36 percent
  • Operating Cash Flow was $1.1 billion, up 31 percent; Free Cash Flow (FCF) was $977 million, up 32 percent, resulting in FCF conversion of 154 percent
  • Restructuring and related actions of $32 million were initiated in the quarter, continuing execution of the comprehensive cost reset program to return the company to record adjusted EBIT margins
  • Declared regular quarterly cash dividend of $0.505 per share of common stock payable September 10, 2021 to stockholders of record August 13, 2021
  • Published new Environmental, Social, and Governance (ESG) Report in June, introducing goal of doubling representation of women globally and U.S. minorities at the leadership level by 2030

ST. LOUIS–(BUSINESS WIRE)–
Emerson (NYSE: EMR) today reported results for the third fiscal quarter ended June 30, 2021.

“We are pleased with our results this quarter, as accelerating sales growth in key end markets combined with strong execution by operations helped us deliver exceptional financial results,” said Emerson President and Chief Executive Officer Lal Karsanbhai. “In particular, we saw ongoing strength in our residential businesses and rapid improvement in both commercial and industrial end markets. Importantly, our core North American process automation markets turned sharply back to growth, complementing the ongoing strength in discrete and hybrid markets. These results contributed to solid margin improvement as we fully leveraged the benefits of our broad ongoing cost reset plan. Cash flow performance was strong as a result of earnings growth and effective working capital management. This gives us optionality with regard to capital allocation in 2022 and beyond.”

“Despite a challenging operating environment – material costs, availability, logistics, and labor constraints all required diligent management – I am extremely proud of our operations team, which has worked tirelessly to limit the impact of these issues as the world reopens and demand rebounds across our customer base. The hard work of our global teams – combined with our reset cost structure and improving demand in longer-cycle markets – is allowing us to improve our outlook for the year. It has also facilitated acceleration of investment in key technologies that are expected to drive further differentiation and increased relevance with our customers.”

“We are energized by our financial performance and operational management, and by the momentum around modernization of the Emerson culture,” Karsanbhai continued. “In our most recent ESG report, we announced a goal to double the number of women globally and U.S. minorities at the leadership level by 2030. We are modernizing work practices and are actively refreshing our management process to continue advancing ESG transparency and reporting. In the long run, I firmly believe these cultural efforts will be important and tangible business enablers.”

June Trailing Three-Month Underlying Orders were up 26 percent, as strength in residential, cold chain, professional tools, hybrid and discrete automation markets was bolstered by recovery in later cycle process automation markets.

Third quarter Net Sales were up 20 percent and Underlying Sales were up 15 percent, excluding favorable currency of 4 percent and an impact of 1 percent from acquisitions. Revenue for the quarter came in ahead of expectations driven by strength across commercial and residential markets, as well as a sharp recovery in core North American process automation markets. By geography, the Americas grew 18 percent, Europe grew 13 percent, and Asia, Middle East & Africa grew 11 percent. China grew 7 percent.

Third quarter Gross Profit Margin of 42.2 percent was up 90 basis points from the previous year primarily due to cost reductions and leverage across the enterprise. Pretax Margin of 16.7 percent was up 500 basis points while EBIT Margin of 17.5 percent was up 460 basis points, as ongoing cost reduction actions and leverage more than offset price cost headwinds. Adjusted EBIT Margin, which excludes restructuring and first year purchase accounting charges, was 18.4 percent, up 310 basis points.

Earnings Per Share were $1.04 for the quarter, up 55 percent, and Adjusted Earnings Per Share, which excludes restructuring and first year purchase accounting charges, were $1.09, up 36 percent. Earnings in the quarter were ahead of management expectations, benefiting from higher volume and ongoing cost reduction actions.

Operating Cash Flow was $1.1 billion for the quarter, up 31 percent, and $2.7 billion year-to-date, up 47 percent. Free Cash Flow was $977 million, up 32 percent, and $2.4 billion year-to-date, up 55 percent. Cash flow results reflected higher earnings due to volume, operational execution across the two business platforms and favorable trade working capital.

Business Platform Results

Automation Solutions June trailing three-month underlying orders were up 17 percent. By geography, the Americas showed the most improvement, up 29 percent. Europe was up 8 percent. Asia, Middle East & Africa grew 8 percent, with China orders increasing sharply by 23 percent. Backlog increased $200 million compared to the prior quarter to $5.5 billion, and was up 17 percent year-to-date.

Net sales increased 14 percent in the quarter, with underlying sales up 8 percent. Results reflected ongoing strength across discrete and hybrid markets, and sharp improvement in longer cycle core process automation markets. Importantly, the Americas underlying sales recovered sharply, growing by 9 percent, driven by continued momentum in life sciences, food & beverage, and medical markets paired with growth trends across process automation and sustainability related business. As expected, KOB3/MRO and KOB2/modernization business led the recovery, however some KOB1 project activity began to materialize, particularly in chemical, biofuels, and power markets. Europe underlying sales were up 6 percent, driven by life sciences and biofuels demand. Asia, Middle East & Africa underlying sales grew 7 percent while China grew by 5 percent.

Segment EBIT margin increased 570 basis points to 17.7 percent, as savings from cost actions paired with strong volume leverage. Adjusted segment EBIT margin, which excludes restructuring and related costs, increased 320 basis points to 18.3 percent. Total restructuring and related actions in the quarter totaled $18 million.

Commercial & Residential Solutions June trailing three-month underlying orders were up 43 percent. The Americas grew by 43 percent, while Europe was up 64 percent. Asia, Middle East & Africa orders increased by 30 percent, with China up 11 percent. Backlog ended the quarter at $1.1 billion.

Net sales increased 32 percent and underlying sales were up 29 percent, with all businesses and geographies showing strong double-digit underlying growth. Underlying sales in the Americas were up 29 percent, reflecting ongoing strength in residential markets, bolstered by cold chain and professional tools momentum. Europe was up 37 percent as heat pump demand remained robust and demand for professional tools surged. Asia, Middle East & Africa was up 25 percent driven by cold chain and heating technologies. China grew by 15 percent.

Segment EBIT margin increased 220 basis points to 21.3 percent as leverage and cost reduction actions were somewhat offset by price-cost headwinds. Adjusted segment EBIT margin, which excludes restructuring and related costs, increased 170 basis points to 21.7 percent. Total restructuring and related actions in the quarter totaled $7 million.

2021 Updated Outlook

Despite ongoing pandemic challenges with the COVID delta variant, we expect overall continued improvement in industrial and commercial demand over the remainder of 2021. We also expect the operational, supply chain, and materials inflation environment to remain challenging through the remainder of the fiscal year.

The following table summarizes the updated 2021 guidance framework:

2021 Guidance

Net Sales Growth

9% – 10%

Operating Cash Flow

$3.6B

Automation Solutions

5% – 6%

Capital Spend

$600M

Commercial & Residential Solutions

17% – 18%

Free Cash Flow

$3.0B

 

 

Dividend

$1.2B

Underlying Sales Growth

5% – 6%

Share Repurchase

$500M

Automation Solutions

flat – 1%

 

 

Commercial & Residential Solutions

15% – 16%

Tax Rate

22%

 

 

Restructuring Actions

$200M

Pretax Margin

16%

 

 

Adjusted EBIT

18%

 

 

Adjusted EBITDA

23%

 

 

 

 

 

 

GAAP EPS

$3.79 +/- $.01

 

 

Adjusted EPS

$4.07 +/- $.01

 

 

Note 1: All figures are approximate

Upcoming Investor Events

Today, beginning at 8:30 a.m. Central Time / 9:30 a.m. Eastern Time, Emerson management will discuss the third quarter results during an investor conference call. Participants can access a live webcast available at www.emerson.com/financial at the time of the call. A replay of the call will be available for 90 days. Conference call slides will be posted in advance of the call on the company website.

Forward-Looking and Cautionary Statements

Statements in this press release that are not strictly historical may be “forward-looking” statements, which involve risks and uncertainties, and Emerson undertakes no obligation to update any such statements to reflect later developments. These risks and uncertainties include the scope, duration and ultimate impact of the COVID-19 pandemic as well as economic and currency conditions, market demand, including related to the pandemic and oil and gas price declines and volatility, pricing, protection of intellectual property, cybersecurity, tariffs, competitive and technological factors, among others, as set forth in the Company’s most recent Annual Report on Form 10-K and subsequent reports filed with the SEC.

Table 1

EMERSON AND SUBSIDIARIES

CONSOLIDATED OPERATING RESULTS

(AMOUNTS IN MILLIONS EXCEPT PER SHARE, UNAUDITED)

 

 

 

 

 

 

 

Quarter Ended June 30

 

Percent

 

2020

 

2021

 

Change

 

 

 

 

 

 

Net sales

$3,914

 

$4,697

 

 

20

%

Costs and expenses:

 

 

 

 

 

Cost of sales

2,296

 

2,715

 

 

 

SG&A expenses

934

 

1,073

 

 

 

Other deductions, net

181

 

88

 

 

 

Interest expense, net

45

 

37

 

 

 

Earnings before income taxes

458

 

784

 

 

71

%

Income taxes

51

 

151

 

 

 

Net earnings

407

 

633

 

 

 

Less: Noncontrolling interests in earnings of subsidiaries

8

 

6

 

 

 

Net earnings common stockholders

$399

 

$627

 

 

57

%

 

 

 

 

 

 

Diluted avg. shares outstanding

600.0

 

602.1

 

 

 

 

 

 

 

 

 

Diluted earnings per share common share

$0.67

 

$1.04

 

 

55

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Quarter Ended June 30

 

 

 

2020

 

2021

 

 

Other deductions, net

 

 

 

 

 

Amortization of intangibles

$60

 

$71

 

 

 

Restructuring costs

88

 

28

 

 

 

Other

33

 

(11

)

 

 

Total

$181

 

$88

 

 

 

Table 2

EMERSON AND SUBSIDIARIES

CONSOLIDATED OPERATING RESULTS

(AMOUNTS IN MILLIONS EXCEPT PER SHARE, UNAUDITED)

 

 

 

 

 

 

 

Nine Months Ended June 30

 

Percent

 

2020

 

2021

 

Change

 

 

 

 

 

 

Net sales

$12,227

 

 

$13,289

 

 

9

%

Costs and expenses:

 

 

 

 

 

Cost of sales

7,100

 

 

7,722

 

 

 

SG&A expenses

3,040

 

 

3,125

 

 

 

Other deductions, net

401

 

 

243

 

 

 

Interest expense, net

116

 

 

115

 

 

 

Earnings before income taxes

1,570

 

 

2,084

 

 

33

%

Income taxes

310

 

 

431

 

 

 

Net earnings

1,260

 

 

1,653

 

 

 

Less: Noncontrolling interests in earnings of subsidiaries

18

 

 

20

 

 

 

Net earnings common stockholders

$1,242

 

 

$1,633

 

 

31

%

 

 

 

 

 

 

Diluted avg. shares outstanding

608.4

 

 

602.3

 

 

 

 

 

 

 

 

 

Diluted earnings per share common share

$2.04

 

 

$2.71

 

 

33

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended June 30

 

 

 

2020

 

2021

 

 

Other deductions, net

 

 

 

 

 

Amortization of intangibles

$178

 

 

$223

 

 

 

Restructuring costs

216

 

 

111

 

 

 

Special advisory fees

13

 

 

 

 

 

Other

(6

)

 

(91

)

 

 

Total

$401

 

 

$243

 

 

 

Table 3

EMERSON AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(DOLLARS IN MILLIONS, UNAUDITED)

 

 

 

 

 

Quarter Ended June 30

 

2020

 

2021

Assets

 

 

 

Cash and equivalents

$3,315

 

$2,860

Receivables, net

2,802

 

2,754

Inventories

1,928

 

2,114

Other current assets

761

 

1,038

Total current assets

8,806

 

8,766

Property, plant & equipment, net

3,688

 

3,664

Goodwill

6,734

 

7,777

Other intangible assets

2,468

 

2,993

Other

1,186

 

1,284

Total assets

$22,882

 

$24,484

 

 

 

 

Liabilities and equity

 

 

 

Short-term borrowings and current

 

 

 

maturities of long-term debt

$1,160

 

$1,478

Accounts payable

1,715

 

1,966

Accrued expenses

2,910

 

3,226

Total current liabilities

5,785

 

6,670

Long-term debt

6,326

 

5,835

Other liabilities

2,324

 

2,640

Total equity

8,447

 

9,339

Total liabilities and equity

$22,882

 

$24,484

Table 4

EMERSON AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(DOLLARS IN MILLIONS, UNAUDITED)

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended June 30

 

2020

 

2021

Operating activities

 

 

 

Net earnings

$1,260

 

 

$1,653

 

Adjustments to reconcile net earnings to net cash provided by operating activities:

 

 

 

Depreciation and amortization

631

 

 

720

 

Stock compensation

69

 

 

191

 

Pension expense

50

 

 

23

 

Changes in operating working capital

(86

)

 

246

 

Other, net

(70

)

 

(113

)

Cash provided by operating activities

1,854

 

 

2,720

 

 

 

 

 

Investing activities

 

 

 

Capital expenditures

(329

)

 

(350

)

Purchases of businesses, net of cash and equivalents acquired

(114

)

 

(1,611

)

Other, net

(65

)

 

53

 

Cash used in investing activities

(508

)

 

(1,908

)

 

 

 

 

Financing activities

 

 

 

Net increase in short-term borrowings

269

 

 

31

 

Proceeds from short-term borrowings greater than three months

546

 

 

71

 

Payments of short-term borrowings greater than three months

(340

)

 

 

Proceeds from long-term debt

1,488

 

 

 

Payments of long-term debt

(502

)

 

(305

)

Dividends paid

(910

)

 

(909

)

Purchases of common stock

(942

)

 

(268

)

Other, net

28

 

 

89

 

Cash used in financing activities

(363

)

 

(1,291

)

 

 

 

 

Effect of exchange rate changes on cash and equivalents

(27

)

 

24

 

Increase (Decrease) in cash and equivalents

956

 

 

(455

)

Beginning cash and equivalents

1,494

 

 

3,315

 

Ending cash and equivalents

$2,450

 

 

$2,860

 

 

 

 

 

Table 5

EMERSON AND SUBSIDIARIES

SEGMENT SALES AND EARNINGS

(DOLLARS IN MILLIONS, UNAUDITED)

 

 

 

 

 

Quarter Ended June 30

 

2020

 

2021

Sales

 

 

 

Measurement & Analytical Instrumentation

$709

 

 

$781

 

Valves, Actuators & Regulators

842

 

 

880

 

Industrial Solutions

469

 

 

593

 

Systems & Software

569

 

 

693

 

Automation Solutions

2,589

 

 

2,947

 

 

 

 

 

Climate Technologies

970

 

 

1,268

 

Tools & Home Products

357

 

 

489

 

Commercial & Residential Solutions

1,327

 

 

1,757

 

 

 

 

 

Eliminations

(2

)

 

(7

)

Net sales

$3,914

 

 

$4,697

 

 

 

 

 

Earnings

 

 

 

Automation Solutions

$311

 

 

$521

 

 

 

 

 

Climate Technologies

195

 

 

274

 

Tools & Home Products

58

 

 

101

 

Commercial & Residential Solutions

253

 

 

375

 

 

 

 

 

Stock compensation

(51

)

 

(66

)

Unallocated pension and postretirement costs

12

 

 

24

 

Corporate and other

(22

)

 

(33

)

Interest expense, net

(45

)

 

(37

)

Earnings before income taxes

$458

 

 

$784

 

 

 

 

 

Restructuring costs

 

 

 

Automation Solutions

$76

 

 

$18

 

 

 

 

 

Climate Technologies

5

 

 

4

 

Tools & Home Products

4

 

 

2

 

Commercial & Residential Solutions

9

 

 

6

 

 

 

 

 

Corporate

3

 

 

4

 

Total

$88

 

 

$28

 

The table above does not include $6 and $4 of costs related to restructuring actions that were reported in cost of sales and selling, general and administrative expenses for the three months ended June 30, 2020 and 2021, respectively.

 

 

 

 

Depreciation and Amortization

 

 

 

Automation Solutions

$137

 

 

$152

 

 

 

 

 

Climate Technologies

44

 

 

48

 

Tools & Home Products

20

 

 

20

 

Commercial & Residential Solutions

64

 

 

68

 

 

 

 

 

Corporate and other

8

 

 

17

 

Total

$209

 

 

$237

 

Table 6

EMERSON AND SUBSIDIARIES

SEGMENT SALES AND EARNINGS

(DOLLARS IN MILLIONS, UNAUDITED)

 

 

 

 

 

Nine Months Ended June 30

 

2020

 

2021

Sales

 

 

 

Measurement & Analytical Instrumentation

$2,280

 

 

$2,211

 

Valves, Actuators & Regulators

2,609

 

 

2,522

 

Industrial Solutions

1,470

 

 

1,656

 

Systems & Software

1,791

 

 

2,043

 

Automation Solutions

8,150

 

 

8,432

 

 

 

 

 

Climate Technologies

2,869

 

 

3,459

 

Tools & Home Products

1,219

 

 

1,419

 

Commercial & Residential Solutions

4,088

 

 

4,878

 

 

 

 

 

Eliminations

(11

)

 

(21

)

Net sales

$12,227

 

 

$13,289

 

 

 

 

 

Earnings

 

 

 

Automation Solutions

$1,012

 

 

$1,353

 

 

 

 

 

Climate Technologies

563

 

 

731

 

Tools & Home Products

233

 

 

311

 

Commercial & Residential Solutions

796

 

 

1,042

 

 

 

 

 

Stock compensation

(69

)

 

(191

)

Unallocated pension and postretirement costs

37

 

 

71

 

Corporate and other

(90

)

 

(76

)

Interest expense, net

(116

)

 

(115

)

Earnings before income taxes

$1,570

 

 

$2,084

 

 

 

 

 

Restructuring costs

 

 

 

Automation Solutions

$182

 

 

$94

 

 

 

 

 

Climate Technologies

14

 

 

8

 

Tools & Home Products

12

 

 

4

 

Commercial & Residential Solutions

26

 

 

12

 

 

 

 

 

Corporate

8

 

 

5

 

Total

$216

 

 

$111

 

The table above does not include $15 and $11 of costs related to restructuring actions that were reported in cost of sales and selling, general and administrative expenses for the six months ended June 30, 2020 and 2021, respectively.

 

 

 

 

Depreciation and Amortization

$414

 

 

$464

 

Automation Solutions

 

 

 

 

 

 

 

Climate Technologies

133

 

 

144

 

Tools & Home Products

58

 

 

59

 

Commercial & Residential Solutions

191

 

 

203

 

 

 

 

 

Corporate and other

26

 

 

53

 

Total

$631

 

 

$720

 

Reconciliations of Non-GAAP Financial Measures & Other

 

 

 

 

 

 

 

 

 

 

Table 7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliations of Non-GAAP measures (denoted by *) with the most directly comparable GAAP measure (dollars in millions, except per share amounts):

 

 

 

 

 

Q3 2021 Underlying Sales Change

Auto Solns

Comm & Res Solns

Emerson

 

Reported (GAAP)

 

14

%

 

32

%

20

%

 

(Favorable) / Unfavorable FX

 

(4

)%

 

(3

)%

(4

)%

 

Acquisitions / Divestitures

 

(2

)%

 

%

(1

)%

 

Underlying*

 

8

%

 

29

%

15

%

 

 

 

 

 

 

FY 2021E Underlying Sales Change

Auto Solns

Comm & Res Solns

Emerson

 

Reported (GAAP)

5% – 6

%

17% – 18

%

9% – 10

%

 

(Favorable) / Unfavorable FX

 

(3

)%

 

(2

)%

(3

)%

 

Acquisitions / Divestitures

 

(2

)%

 

%

(1

)%

 

Underlying*

flat – 1

%

15% – 16

%

5% – 6

%

 

 

 

 

 

 

Q3 Earnings Per Share

Q3 FY20

Q3 FY21

Change

 

Earnings per share (GAAP)

$

0.67

 

$

1.04

 

55

%

 

Restructuring

 

0.13

 

 

0.04

 

(20

)%

 

OSI purchase accounting items

 

 

 

0.01

 

1

%

 

Adjusted earnings per share*

$

0.80

 

$

1.09

 

36

%

 

 

 

 

 

 

Earnings Per Share

FY2021E

 

 

 

Earnings per share (GAAP)

$3.78 – $3.80

 

 

 

 

Restructuring

 

0.24

 

 

 

 

OSI purchase accounting items & fees

 

0.07

 

 

 

 

Equity investment gain

 

(0.03

)

 

 

 

Adjusted earnings per share*

$4.06 – $4.08

 

 

 

 

 

 

 

 

 

EBIT and EBITDA Margin

Q3 FY20

Q3 FY21

Change

FY21E

Pretax margin (GAAP)

 

11.7

%

 

16.7

%

500 bps

16

%

Interest expense, net

 

1.2

%

 

0.8

%

(40) bps

1

%

Earnings before interest and taxes margin*

 

12.9

%

 

17.5

%

460 bps

17

%

Restructuring

 

2.4

%

 

0.7

%

(170) bps

1

%

OSI purchase accounting items

 

%

 

0.2

%

20 bps

%

Equity investment gain

 

%

 

%

– bps

%

Adjusted earnings before interest and taxes margin*

 

15.3

%

 

18.4

%

310 bps

18

%

Depreciation and amortization expense

 

 

 

5

%

Adjusted earnings before interest, taxes, depreciation and amortization margin*

 

 

 

23

%

 

 

 

 

 

Automation Solutions Segment EBIT Margin

Q3 FY20

Q3 FY21

Change

 

Automation Solutions Segment EBIT margin (GAAP)

 

12.0

%

 

17.7

%

570 bps

 

Restructuring and related charges impact

 

3.1

%

 

0.6

%

(250) bps

 

Automation Solutions Adjusted Segment EBIT margin*

 

15.1

%

 

18.3

%

320 bps

 

 

 

 

 

 

Commercial & Residential EBIT Margin

Q3 FY20

Q3 FY21

Change

 

Commercial & Residential EBIT margin (GAAP)

 

19.1

%

 

21.3

%

220 bps

 

Restructuring and related charges impact

 

0.9

%

 

0.4

%

(50) bps

 

Commercial & Residential Adjusted EBIT margin*

 

20.0

%

 

21.7

%

170 bps

 

 

 

 

 

 

Q3 Cash Flow

Q3 FY20

Q3 FY21

Change

 

Operating cash flow (GAAP)

$

842

 

$

1,105

 

31

%

 

Capital expenditures

 

(104

)

 

(128

)

1

%

 

Free cash flow*

$

738

 

$

977

 

32

%

 

 

 

YTD Cash Flow

Q3 YTD

FY20

Q3 YTD

FY21

% Change

 

Operating cash flow (GAAP)

$

1,854

 

$

2,720

 

47

%

 

Capital expenditures

 

(329

)

 

(350

)

8

%

 

Free cash flow*

$

1,525

 

$

2,370

 

55

%

 

 

 

 

 

 

FY 2021E Cash Flow

FY 2021E

 

 

 

Operating cash flow (GAAP)

$3.6B

 

 

 

 

Capital expenditures

 

(600

)

 

 

 

Free cash flow*

$3.0B

 

 

 

 

 

 

 

 

 

Cash Flow to Net Earnings Conversion

Q3 FY21

 

 

 

Operating cash flow to net earnings (GAAP)

 

174

%

 

 

 

Capital expenditures

 

(20

)%

 

 

 

Free cash flow to net earnings*

 

154

%

 

 

 

 

 

 

 

 

Note 1: Underlying sales and orders exclude the impact of acquisitions, divestitures and currency translation.

Note 2: All fiscal year 2021E figures are approximate, except where range is given.

 

Emerson

Investor Contact: Colleen Mettler (314) 553-2197

Media Contact: Casey Murphy (314) 982-6220

KEYWORDS: United States North America Missouri

INDUSTRY KEYWORDS: Electronic Design Automation Engineering Technology Oil/Gas Manufacturing Energy Software

MEDIA:

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The GEO Group Reports Second Quarter 2021 Results and Increases Full Year 2021 Guidance

The GEO Group Reports Second Quarter 2021 Results and Increases Full Year 2021 Guidance

BOCA RATON, Fla.–(BUSINESS WIRE)–The GEO Group, Inc. (NYSE: GEO) (“GEO”), a fully integrated equity real estate investment trust (“REIT”) and a leading provider of enhanced in-custody rehabilitation, post-release support, and community-based programs, reported today its financial results for the second quarter and the first six months of 2021 and increased its financial guidance for the full-year 2021.

Second Quarter 2021 Highlights

  • Total revenues of $565.4 million
  • Net Income Attributable to GEO of $42.0 million
  • Adjusted Net Income of $50.8 million
  • Normalized FFO of $0.58 per diluted share
  • AFFO of $0.70 per diluted share

We reported second quarter 2021 net income attributable to GEO of $42.0 million compared to $36.7 million for the second quarter 2020. We reported total revenues for the second quarter 2021 of $565.4 million compared to $587.8 million for the second quarter 2020. Second quarter 2021 results reflect $7.5 million in one-time employee restructuring expenses, pre-tax, a $3.0 million loss on real estate assets, pre-tax, a $1.7 million gain on the extinguishment of debt, pre-tax, and $0.1 million in the tax effect of adjustments to net income attributable to GEO. Excluding these items, we reported second quarter 2021 Adjusted Net Income of $50.8 million compared to $43.1 million for the second quarter 2020.

We reported second quarter 2021 Normalized Funds From Operations (“Normalized FFO”) of $69.7 million, or $0.58 per diluted share, compared to $61.5 million, or $0.51 per diluted share, for the second quarter 2020. We reported second quarter 2021 Adjusted Funds From Operations (“AFFO”) of $84.4 million, or $0.70 per diluted share, compared to $78.8 million, or $0.66 per diluted share, for the second quarter 2020.

Our better-than-expected financial performance during the second quarter 2021 was driven by continued favorable cost trends; higher occupancies at our facilities for the U.S. Marshals Service and U.S. Immigration and Customs Enforcement; and increased revenue and earnings from our electronic monitoring segment.

George C. Zoley, Executive Chairman of GEO, said, “We are pleased with our strong second quarter results and our increased financial guidance for the full year. We believe our robust financial performance is representative of the strength of our diversified business segments. We recognize that there have been concerns regarding our future access to financing, and we believe that our continued focus on debt reduction, the ongoing review of potential asset sales, and the evaluation of our corporate tax structure are all prudent steps as we work towards addressing these concerns.”

First Six Months 2021 Highlights

  • Total revenues of $1.14 billion
  • Net Income Attributable to GEO of $92.5 million
  • Adjusted Net Income of $84.9 million
  • Normalized FFO of $1.02 per diluted share
  • AFFO of $1.30 per diluted share

For the first six months of 2021, we reported net income attributable to GEO of $92.5 million compared to $61.9 million for the first six months of 2020. We reported total revenues for the first six months of 2021 of $1.14 billion compared to $1.19 billion for the first six months of 2020. Results for the first six months of 2021 reflect $7.5 million in one-time employee restructuring expenses, pre-tax, a $10.4 million gain on real estate assets, pre-tax, and a $4.7 million gain on the extinguishment of debt, pre-tax. Excluding these items, we reported Adjusted Net Income of $84.9 million for the first six months of 2021 compared to $72.0 million for the first six months of 2020.

For the first six months of 2021, we reported Normalized FFO of $122.7 million, or $1.02 per diluted share, compared to $108.7 million, or $0.91 per diluted share, for the first six months of 2020. For the first six months of 2021, we reported AFFO of $156.6 million, or $1.30 per diluted share, compared to $145.4 million, or $1.21 per diluted share, for the first six months of 2020.

Updated 2021 Financial Guidance

  • FY21 Net Income Attributable to GEO of $167.5-$174.5 Million
  • FY21 Adjusted EBITDAre of $441.5-$448.5 Million
  • FY21 AFFO of $2.51-$2.57 per diluted share

We have increased our financial guidance for the full year 2021 and have issued our financial guidance for the third and fourth quarters of 2021. For the full year 2021, we expect Net Income Attributable to GEO to be in a range of $167.5 million to $174.5 million on annual revenues of approximately $2.23 billion. We expect full year 2021 Adjusted EBITDAre to be in a range of approximately $441.5 million to $448.5 million. We expect full year 2021 Adjusted Net Income per diluted share to be in a range of $1.34 to $1.40 and full year 2021 AFFO per diluted share to be in a range of $2.51 to $2.57.

For the third quarter 2021, we expect Net Income Attributable to GEO to be in a range of $39 million to $42 million on quarterly revenues of $548 million to $553 million. We expect third quarter 2021 AFFO to be in a range of $0.62 to $0.64 per diluted share. For the fourth quarter 2021, we expect Net Income Attributable to GEO to be in a range of $36 million to $40 million on quarterly revenues of $538 million to $543 million. We expect fourth quarter 2021 AFFO to be in a range of $0.59 to $0.63 per diluted share.

Our guidance reflects our previously announced expectation that our contracts with the Federal Bureau of Prisons at the Big Spring Correctional Facility and Flightline Correctional Facility in Texas will not be renewed when the current contract option periods expire on November 30, 2021.

Balance Sheet and Liquidity

At the end of the second quarter 2021, we had approximately $483 million in cash on hand, resulting from the previously announced drawdown of our Revolving Credit Facility. Our decision to draw on our Revolving Credit Facility was a conservative precautionary step to preserve liquidity, maintain financial flexibility, and obtain additional funds for general corporate purposes.

During the first six months of 2021, we reduced our net recourse debt by approximately $105 million, which represents substantial progress toward our previously articulated objective of reducing net recourse debt by $125 million to $150 million in 2021. Based on our progress to date and our better-than-expected earnings and cash flows, we have increased our target for net debt reductions in 2021 to no less than $150 million to $175 million.

During the first six months of 2021, we also completed the sale of three real estate assets in our Reentry Services, Community-Based segment, totaling approximately 700 beds. Additionally, on July 1, 2021, we completed the sale of certain non-real estate assets in our Youth services segment. On a combined basis, these sales generated net proceeds of approximately $27 million. We are evaluating the potential sale of additional company-owned assets.

COVID-19 Information

As the COVID-19 pandemic has impacted communities across the United States and around the world, our employees and facilities have also been impacted by the spread of COVID-19. Ensuring the health and safety of our employees and all those in our care has always been our number one priority.

During the pandemic, we have implemented mitigation initiatives to address the risks of COVID-19, consistent with the guidance issued for correctional and detention facilities by the Centers for Disease Control and Prevention (“CDC”). We will continue to evaluate and refine the steps we have taken as appropriate and necessary based on updated guidance by the CDC and best practices. We are grateful for our frontline employees who continue to make daily sacrifices to care for all those in our facilities. Information on the COVID-19 mitigation initiatives implemented by GEO can be found at www.geogroup.com/COVID19.

Conference Call Information

We have scheduled a conference call and simultaneous webcast for today at 11:00 AM (Eastern Time) to discuss our second quarter 2021 financial results as well as our outlook. The call-in number for the U.S. is 1-877-250-1553 and the international call-in number is 1-412-542-4145. In addition, a live audio webcast of the conference call may be accessed on the Webcasts section under the News, Events and Reports tab of GEO’s investor relations webpage at investors.geogroup.com. A replay of the webcast will be available on the website for one year. A telephonic replay of the conference call will be available until August 18, 2021 at 1-877-344-7529 (U.S.) and 1-412-317-0088 (International). The participant passcode for the telephonic replay is 10159108.

About The GEO Group

The GEO Group (NYSE: GEO) is a fully integrated equity real estate investment trust specializing in the design, financing, development, and operation of secure facilities, processing centers, and community reentry centers in the United States, Australia, South Africa, and the United Kingdom. GEO is a leading provider of enhanced in-custody rehabilitation, post-release support, electronic monitoring, and community-based programs. GEO’s worldwide operations include the ownership and/or management of 114 facilities totaling approximately 90,000 beds, including idle facilities and projects under development, with a workforce of up to approximately 20,000 professionals.

Reconciliation Tables and Supplemental Information

GEO has made available Supplemental Information which contains reconciliation tables of Net Income Attributable to GEO to Net Operating Income, Net Income to EBITDAre (EBITDA for real estate) and Adjusted EBITDAre (Adjusted EBITDA for real estate), and Net Income Attributable to GEO to FFO, Normalized FFO and Adjusted FFO, along with supplemental financial and operational information on GEO’s business and other important operating metrics, and in this press release, Net Income Attributable to GEO to Adjusted Net Income. The reconciliation tables are also presented herein. Please see the section below titled “Note to Reconciliation Tables and Supplemental Disclosure – Important Information on GEO’s Non-GAAP Financial Measures” for information on how GEO defines these supplemental Non-GAAP financial measures and reconciles them to the most directly comparable GAAP measures. GEO’s Reconciliation Tables can be found herein and in GEO’s Supplemental Information available on GEO’s investor webpage at investors.geogroup.com.

Note to Reconciliation Tables and Supplemental Disclosure –

Important Information on GEO’s Non-GAAP Financial Measures

Net Operating Income, EBITDAre, Adjusted EBITDAre, Funds from Operations, Normalized Funds from Operations, Adjusted Funds from Operations, and Adjusted Net Income are non-GAAP financial measures that are presented as supplemental disclosures. GEO has presented herein certain forward-looking statements about GEO’s future financial performance that include non-GAAP financial measures, including Adjusted EBITDAre, Net Operating Income, FFO, Normalized FFO, and AFFO. The determination of the amounts that are included or excluded from these non-GAAP financial measures is a matter of management judgment and depends upon, among other factors, the nature of the underlying expense or income amounts recognized in a given period.

While we have provided a high level reconciliation for the guidance ranges for full year 2021, we are unable to present a more detailed quantitative reconciliation of the forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures because management cannot reliably predict all of the necessary components of such GAAP measures. The quantitative reconciliation of the forward-looking non-GAAP financial measures will be provided for completed annual and quarterly periods, as applicable, calculated in a consistent manner with the quantitative reconciliation of non-GAAP financial measures previously reported for completed annual and quarterly periods.

Net Operating Income is defined as revenues less operating expenses, excluding depreciation and amortization expense, general and administrative expenses, real estate related operating lease expense, and start-up expenses, pre-tax. Net Operating Income is calculated as net income adjusted by subtracting equity in earnings of affiliates, net of income tax provision, and by adding income tax provision, interest expense, net of interest income, gain/loss on extinguishment of debt, depreciation and amortization expense, general and administrative expenses, real estate related operating lease expense, gain on real estate assets, pre-tax, and start-up expenses, pre-tax.

EBITDAre (EBITDA for real estate) is defined as net income adjusted by adding provisions for income tax, interest expense, net of interest income, depreciation and amortization, and gain on real estate assets, pre-tax. Adjusted EBITDAre (Adjusted EBITDA for real estate) is defined as EBITDAre adjusted for net loss attributable to non-controlling interests, stock-based compensation expenses, pre-tax, and certain other adjustments as defined from time to time, including for the periods presented start-up expenses, pre-tax, one-time employee restructuring expenses, pre-tax, COVID-19 expenses, pre-tax, close-out expenses, pre-tax, and other non-cash revenue and expense, pre-tax.

Given the nature of our business as a real estate owner and operator, we believe that EBITDAre and Adjusted EBITDAre are helpful to investors as measures of our operational performance because they provide an indication of our ability to incur and service debt, to satisfy general operating expenses, to make capital expenditures and to fund other cash needs or reinvest cash into our business. We believe that by removing the impact of our asset base (primarily depreciation and amortization) and excluding certain non-cash charges, amounts spent on interest and taxes, and certain other charges that are highly variable from year to year, EBITDAre and Adjusted EBITDAre provide our investors with performance measures that reflect the impact to operations from trends in occupancy rates, per diem rates and operating costs, providing a perspective not immediately apparent from net income attributable to GEO. The adjustments we make to derive the non-GAAP measures of EBITDAre and Adjusted EBITDAre exclude items which may cause short-term fluctuations in income from continuing operations and which we do not consider to be the fundamental attributes or primary drivers of our business plan and they do not affect our overall long-term operating performance. EBITDAre and Adjusted EBITDAre provide disclosure on the same basis as that used by our management and provide consistency in our financial reporting, facilitate internal and external comparisons of our historical operating performance and our business units and provide continuity to investors for comparability purposes.

Funds From Operations, or FFO, is defined in accordance with standards established by the National Association of Real Estate Investment Trusts, or NAREIT, which defines FFO as net income/loss attributable to common shareholders (computed in accordance with United States Generally Accepted Accounting Principles), excluding real estate related depreciation and amortization, excluding gains and losses from the cumulative effects of accounting changes, extraordinary items and sales of properties, and including adjustments for unconsolidated partnerships and joint ventures.

Normalized Funds from Operations, or Normalized FFO, is defined as FFO adjusted for certain items which by their nature are not comparable from period to period or that tend to obscure GEO’s actual operating performance, including for the periods presented gain on the extinguishment of debt, pre-tax, start-up expenses, pre-tax, one-time employee restructuring expenses, pre-tax, COVID-19 expenses, pre-tax, close-out expenses, pre-tax, and tax effect of adjustments to FFO. Adjusted Funds From Operations, or AFFO, is defined as Normalized FFO adjusted by adding non-cash expenses such as non-real estate related depreciation and amortization, stock based compensation expense, the amortization of debt issuance costs, discount and/or premium and other non-cash interest, and by subtracting recurring consolidated maintenance capital expenditures and other non-cash revenue and expenses.

Adjusted Net Income is defined as Net Income Attributable to GEO adjusted for certain items which by their nature are not comparable from period to period or that tend to obscure GEO’s actual operating performance, including for the periods presented gain/loss on real estate assets, pre-tax, gain on the extinguishment of debt, pre-tax, start-up expenses, pre-tax, one-time employee restructuring expenses, pre-tax, COVID-19 expenses, pre-tax, close-out expenses, pre-tax, and tax effect of adjustments to Net Income Attributable to GEO.

Because of the unique design, structure and use of our GEO Secure Services and GEO Care facilities, we believe that assessing the performance of our secure facilities, processing centers, and reentry centers without the impact of depreciation or amortization is useful and meaningful to investors. Although NAREIT has published its definition of FFO, companies often modify this definition as they seek to provide financial measures that meaningfully reflect their distinctive operations. We have modified FFO to derive Normalized FFO and AFFO that meaningfully reflect our operations. Our assessment of our operations is focused on long-term sustainability. The adjustments we make to derive the non-GAAP measures of Normalized FFO and AFFO exclude items which may cause short-term fluctuations in net income attributable to GEO but have no impact on our cash flows, or we do not consider them to be fundamental attributes or the primary drivers of our business plan and they do not affect our overall long-term operating performance. We may make adjustments to FFO from time to time for certain other income and expenses that do not reflect a necessary component of our operational performance on the basis discussed above, even though such items may require cash settlement.

Because FFO, Normalized FFO and AFFO exclude depreciation and amortization unique to real estate as well as non-operational items and certain other charges that are highly variable from year to year, they provide our investors with performance measures that reflect the impact to operations from trends in occupancy rates, per diem rates, operating costs and interest costs, providing a perspective not immediately apparent from Net Income Attributable to GEO. We believe the presentation of FFO, Normalized FFO and AFFO provide useful information to investors as they provide an indication of our ability to fund capital expenditures and expand our business. FFO, Normalized FFO and AFFO provide disclosure on the same basis as that used by our management and provide consistency in our financial reporting, facilitate internal and external comparisons of our historical operating performance and our business units and provide continuity to investors for comparability purposes. Additionally, FFO, Normalized FFO and AFFO are widely recognized measures in our industry as a real estate investment trust.

Safe-Harbor Statement

This press release contains forward-looking statements regarding future events and future performance of GEO that involve risks and uncertainties that could materially affect actual results, including statements regarding GEO’s financial guidance for the full-year, third quarter, and fourth quarter of 2021. Risks and uncertainties that could cause actual results to vary from current expectations and forward-looking statements contained in this press release include, but are not limited to: (1) GEO’s ability to meet its financial guidance for 2021 given the various risks to which its business is exposed; (2) GEO’s ability to deleverage and repay, refinance or otherwise address its debt maturities in an amount or on the timeline it expects, or at all; (3) changes in federal and state government policy, orders, directives, legislation and regulations that affect public-private partnerships with respect to secure, correctional and detention facilities, processing centers and reentry centers, including the timing and scope of implementation of President Biden’s Executive Order directing the U.S. Attorney General not to renew the U.S. Department of Justice contracts with privately operated criminal detention facilities; (4) changes in federal immigration policy; (5) public and political opposition to the use of public-private partnerships with respect to secure correctional and detention facilities, processing centers and reentry centers; (6) the magnitude, severity, and duration of the current COVID-19 global pandemic, its impact on GEO, GEO’s ability to mitigate the risks associated with COVID-19, and the efficacy and distribution of COVID-19 vaccines; (7) GEO’s ability to sustain or improve company-wide occupancy rates at its facilities in light of the COVID-19 global pandemic and policy and contract announcements impacting GEO’s federal facilities in the United States; (8) fluctuations in our operating results, including as a result of contract terminations, contract renegotiations, changes in occupancy levels and increases in our operating costs; (9) general economic and market conditions, including changes to governmental budgets and its impact on new contract terms, contract renewals, renegotiations, per diem rates, fixed payment provisions, and occupancy levels; (10) GEO’s ability to timely open facilities as planned, profitably manage such facilities and successfully integrate such facilities into GEO’s operations without substantial costs; (11) GEO’s ability to win management contracts for which it has submitted proposals and to retain existing management contracts; (12) risks associated with GEO’s ability to control operating costs associated with contract start-ups; (13) GEO’s ability to successfully pursue growth and continue to create shareholder value; (14) GEO’s ability to obtain financing or access the capital markets in the future on acceptable terms or at all; (15) other factors contained in GEO’s Securities and Exchange Commission periodic filings, including its Form 10-K, 10-Q and 8-K reports.

Second quarter and first six months of 2021 financial tables to follow:

Condensed Consolidated Balance Sheets*

(Unaudited)

As of As of
June 30, 2021 December 31, 2020
(unaudited) (unaudited)
ASSETS
 
Cash and cash equivalents $

483,048

$

283,524

Restricted cash and cash equivalents

29,892

26,740

Accounts receivable, less allowance for doubtful accounts

313,831

362,668

Contract receivable, current portion

6,420

6,283

Prepaid expenses and other current assets

35,449

32,108

Total current assets $

868,640

$

711,323

 
Restricted Cash and Investments

45,465

37,338

Property and Equipment, Net

2,074,350

2,122,195

Contract Receivable

382,829

396,647

Operating Lease Right-of-Use Assets, Net

120,208

124,727

Assets Held for Sale

28,197

9,108

Deferred Income Tax Assets

36,604

36,604

Intangible Assets, Net (including goodwill)

932,753

942,997

Other Non-Current Assets

74,563

79,187

 
Total Assets $

4,563,609

$

4,460,126

 
LIABILITIES AND SHAREHOLDERS’ EQUITY
 
Accounts payable $

75,329

$

85,861

Accrued payroll and related taxes

65,298

67,797

Accrued expenses and other current liabilities

189,770

202,378

Operating lease liabilities, current portion

28,095

29,080

Current portion of finance lease obligations, long-term debt, and non-recourse debt

27,240

26,180

Total current liabilities $

385,732

$

411,296

 
Deferred Income Tax Liabilities

30,726

30,726

Other Non-Current Liabilities

117,273

115,555

Operating Lease Liabilities

98,474

101,375

Finance Lease Liabilities

2,614

2,988

Long-Term Debt

2,632,332

2,561,881

Non-Recourse Debt

311,390

324,223

Total Shareholders’ Equity

985,068

912,082

 
Total Liabilities and Shareholders’ Equity $

4,563,609

$

4,460,126

 
* all figures in ‘000s

Condensed Consolidated Statements of Operations*

(Unaudited)

Q2 2021 Q2 2020 YTD 2021 YTD 2020
(unaudited) (unaudited) (unaudited) (unaudited)
 
Revenues $

565,419

$

587,829

$

1,141,796

$

1,192,846

Operating expenses

405,009

444,035

833,160

905,781

Depreciation and amortization

33,306

33,434

67,423

66,761

General and administrative expenses

54,688

45,543

103,167

99,325

 
Operating income

72,416

64,817

138,046

120,979

 
Interest income

5,985

5,248

12,187

10,686

Interest expense

(32,053)

(30,610)

(63,897)

(64,790)

Gain on extinguishment of debt

1,654

4,693

1,563

Gain/(Loss) on dispositions of real estate

(2,950)

(1,304)

10,379

(880)

 
Income before income taxes and equity in earnings of affiliates

45,052

38,151

101,408

67,558

 
Provision for income taxes

5,063

4,196

12,999

10,742

Equity in earnings of affiliates, net of income tax provision

1,942

2,699

4,007

4,959

 
Net income

41,931

36,654

92,416

61,775

 
Less: Net loss attributable to noncontrolling interests

28

66

88

126

 
Net income attributable to The GEO Group, Inc. $

41,959

$

36,720

$

92,504

$

61,901

 
 
Weighted Average Common Shares Outstanding:
Basic

120,426

119,810

120,225

119,602

Diluted

120,470

119,964

120,431

119,937

 
Net income per Common Share Attributable to The GEO Group, Inc. **:
 
Basic:
Net income per share — basic $

0.29

$

0.31

$

0.71

$

0.52

 
Diluted:
Net income per share — diluted $

0.29

$

0.31

$

0.70

$

0.52

 
Regular Dividends Declared per Common Share $

$

0.48

$

0.25

$

0.96

 
* All figures in ‘000s, except per share data
** Diluted earnings per share attributable to GEO available to common stockholders was calculated and presented in GEO’s unaudited financial statements under the two-class method for the
six months ended June 30, 2021 due to the issuance of GEO’s 6.50% exchangeable senior notes due 2026 as the exchangeable senior notes are considered to be participating securities.

Reconciliation of Net Income Attributable to GEO to Adjusted Net Income

(In thousands, except per share data)(Unaudited)

Q2 2021

Q2 2020

YTD 2021

YTD 2020

 
Net Income attributable to GEO

$

41,959

 

$

36,720

 

$

92,504

 

$

61,901

 

 
Add:
(Gain)/Loss on real estate assets, pre-tax

 

2,950

 

 

1,304

 

 

(10,379

)

 

880

 

Gain on extinguishment of debt, pre-tax

 

(1,654

)

 

 

 

(4,693

)

 

(1,563

)

Start-up expenses, pre-tax

 

 

 

553

 

 

 

 

2,506

 

One-time employee restructuring expenses, pre-tax

 

7,459

 

 

 

 

7,459

 

 

 

COVID-19 expenses, pre-tax

 

 

 

3,877

 

 

 

 

4,769

 

Close-out expenses, pre-tax

 

 

 

2,284

 

 

 

 

4,220

 

Tax effect of adjustments to Net Income attributable to GEO

 

105

 

 

(1,599

)

 

13

 

 

(762

)

 
Adjusted Net Income

$

50,819

 

$

43,139

 

$

84,904

 

$

71,951

 

 
Weighted average common shares outstanding – Diluted

 

120,470

 

 

119,964

 

 

120,431

 

 

119,937

 

 
Adjusted Net Income Per Diluted Share *

$

0.42

 

$

0.36

 

$

0.71

 

$

0.60

 

 
 

* In accordance with GAAP, diluted earnings per share attributable to GEO available to common stockholders is calculated under the if-converted method or the two-class method, whichever calculation results in the lowest diluted earnings per share amount, which may be lower than Adjusted Net Income Per Diluted Share.

Reconciliation of Net Income Attributable to GEO to FFO, Normalized FFO, and AFFO*

(Unaudited)

Q2 2021 Q2 2020 YTD 2021 YTD 2020
(unaudited) (unaudited) (unaudited) (unaudited)
 
Net Income attributable to GEO $

41,959

$

36,720

$

92,504

$

61,901

Add (Subtract):
Real Estate Related Depreciation and Amortization

18,846

18,384

37,818

36,780

(Gain)/Loss on real estate assets, pre-tax

2,950

1,304

(10,379)

880

 
Equals: NAREIT defined FFO $

63,755

$

56,408

$

119,943

$

99,561

 
Add (Subtract):
 
Gain on extinguishment of debt, pre-tax

(1,654)

(4,693)

(1,563)

Start-up expenses, pre-tax

553

2,506

One-time employee restructuring expenses, pre-tax

7,459

7,459

COVID-19 expenses, pre-tax

3,877

4,769

Close-out expenses, pre-tax

2,284

4,220

Tax effect of adjustments to funds from operations **

105

(1,599)

13

(762)

 
Equals: FFO, normalized $

69,665

$

61,523

$

122,722

$

108,731

 
Add (Subtract):
Non-Real Estate Related Depreciation & Amortization

14,460

15,050

29,605

29,981

Consolidated Maintenance Capital Expenditures

(4,572)

(4,139)

(8,511)

(11,166)

Stock Based Compensation Expenses

4,023

4,706

11,426

14,474

Other non-cash revenue & expenses

(1,102)

(2,204)

Amortization of debt issuance costs, discount and/or premium and other non-cash interest

1,903

1,708

3,586

3,378

 
 
Equals: AFFO $

84,377

$

78,848

$

156,624

$

145,398

 
Weighted average common shares outstanding – Diluted

120,470

119,964

120,431

119,937

 
FFO/AFFO per Share – Diluted
 
Normalized FFO Per Diluted Share $

0.58

$

0.51

$

1.02

$

0.91

 
AFFO Per Diluted Share $

0.70

$

0.66

$

1.30

$

1.21

 
 
Regular Common Stock Dividends per common share $

$

0.48

$

0.25

$

0.96

 
* all figures in ‘000s, except per share data
** tax adjustments related to gain/loss on real estate assets, Gain on extinguishment of debt, Start-up expenses, One-time employee restructuring expenses, COVID-19 expenses, and Close-out expenses.
 

Reconciliation of Net Income Attributable to GEO to Net Operating Income, EBITDAre and Adjusted EBITDAre*

(Unaudited)

Q2 2021 Q2 2020 YTD 2021 YTD 2020
(unaudited) (unaudited) (unaudited) (unaudited)
Net Income attributable to GEO $

41,959

$

36,720

$

92,504

$

61,901

Less
Net loss attributable to noncontrolling interests

28

66

88

126

 
Net Income $

41,931

$

36,654

$

92,416

$

61,775

 
Add (Subtract):
Equity in earnings of affiliates, net of income tax provision

(1,942)

(2,699)

(4,007)

(4,959)

Income tax provision

5,063

4,196

12,999

10,742

Interest expense, net of interest income

26,068

25,362

51,710

54,104

Gain on extinguishment of debt

(1,654)

(4,693)

(1,563)

Depreciation and amortization

33,306

33,434

67,423

66,761

General and administrative expenses

54,688

45,543

103,167

99,325

Net Operating Income, net of operating lease obligations $

157,460

$

142,490

$

319,015

$

286,185

 
Add:
Operating lease expense, real estate

4,240

4,792

8,325

9,744

(Gain)/Loss on real estate assets, pre-tax

2,950

1,304

(10,379)

880

Start-up expenses, pre-tax

553

2,506

Net Operating Income (NOI) $

164,650

$

149,139

$

316,961

$

299,315

 
Q2 2021 Q2 2020 YTD 2021 YTD 2020
(unaudited) (unaudited) (unaudited) (unaudited)
Net Income $

41,931

$

36,654

$

92,416

$

61,775

Add (Subtract):
Income tax provision **

5,354

4,681

13,630

11,670

Interest expense, net of interest income ***

24,414

25,362

47,017

52,541

Depreciation and amortization

33,306

33,434

67,423

66,761

(Gain)/Loss on real estate assets, pre-tax

2,950

1,304

(10,379)

880

EBITDAre $

107,955

$

101,435

$

210,107

$

193,627

Add (Subtract):
Net loss attributable to noncontrolling interests

28

66

88

126

Stock based compensation expenses, pre-tax

4,023

4,706

11,426

14,474

Start-up expenses, pre-tax

553

2,506

One-time employee restructuring expenses, pre-tax

7,459

7,459

COVID-19 expenses, pre-tax

3,877

4,769

Close-out expenses, pre-tax

2,284

4,220

Other non-cash revenue & expenses, pre-tax

(1,102)

(2,204)

Adjusted EBITDAre $

118,363

$

112,921

$

226,876

$

219,722

 
* all figures in ‘000s
** including income tax provision on equity in earnings of affiliates
*** includes (gain)/loss on extinguishment of debt

2021 Outlook/Reconciliation

(In thousands, except per share data)

(Unaudited)

FY 2021
 
Net Income Attributable to GEO

$

167,500

 

to

$

174,500

 

Real Estate Related Depreciation and Amortization

 

76,000

 

 

76,000

 

Gain/Loss on Real Estate

 

(10,000

)

 

(10,000

)

Funds from Operations (FFO)

$

233,500

 

to

$

240,500

 

 
(Gain)/Loss on Extinguishment of Debt

 

(5,000

)

 

(5,000

)

Non-recurring Expenses

 

10,000

 

 

10,000

 

Normalized Funds from Operations

$

238,500

 

to

$

245,500

 

 
Non-Real Estate Related Depreciation and Amortization

 

60,000

 

 

60,000

 

Consolidated Maintenance Capex

 

(17,000

)

 

(17,000

)

Non-Cash Stock Based Compensation

 

19,000

 

 

19,000

 

Non-Cash Interest Expense

 

7,500

 

 

7,500

 

Other Non-Cash Revenue & Expenses

 

(4,000

)

 

(4,000

)

Adjusted Funds From Operations (AFFO)

$

304,000

 

to

$

311,000

 

 
Net Interest Expense

 

103,000

 

 

103,000

 

Non-Cash Interest Expense

 

(7,500

)

 

(7,500

)

Consolidated Maintenance Capex

 

17,000

 

 

17,000

 

Income Taxes (including income tax provision on equity in earnings of affiliates)

 

25,000

 

 

25,000

 

Adjusted EBITDAre

$

441,500

 

to

$

448,500

 

 
G&A Expenses

 

193,000

 

 

193,000

 

Non-recurring Expenses

 

(10,000

)

 

(10,000

)

Non-Cash Stock Based Compensation

 

(19,000

)

 

(19,000

)

Equity in Earnings of Affiliates

 

(8,000

)

 

(8,000

)

Real Estate Related Operating Lease Expense

 

19,000

 

 

19,000

 

Net Operating Income

$

616,500

 

to

$

623,500

 

 
Adjusted Net Income Per Diluted Share *

$

1.34

 

$

1.40

 

AFFO Per Diluted Share

$

2.51

 

to

$

2.57

 

Weighted Average Common Shares Outstanding-Diluted

 

121,000

 

to

 

121,000

 

* In accordance with GAAP, diluted earnings per share attributable to GEO available to common stockholders is calculated under the if-converted method or the two-class method, whichever calculation results in the lowest diluted earnings per share amount, which may be lower than Adjusted Net Income Per Diluted Share.

Pablo E. Paez, (866) 301 4436

Executive Vice President, Corporate Relations

KEYWORDS: United States North America Florida

INDUSTRY KEYWORDS: Technology Construction & Property REIT Security

MEDIA:

GFL Environmental Inc. Prices Upsized Private Offering of Senior Notes

PR Newswire

VAUGHAN, ON, Aug. 4, 2021 /PRNewswire/ – GFL Environmental Inc. (NYSE: GFL) (TSX: GFL) (“GFL”) today announced the pricing of US$550.0 million in aggregate principal amount of 4.375% senior notes due 2029 (the “Notes”) in a transaction that was significantly oversubscribed. The offering was upsized by US$150.0 million over the previously announced offering size of US$400.0 million. GFL intends to use the net proceeds from the offering of the Notes (the “Notes Offering”) for general corporate purposes, including acquisitions.

The Notes being offered by GFL in the Notes Offering have not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Notes are being offered only to qualified institutional buyers under Rule 144A and outside the United States in compliance with Regulation S under the Securities Act. In Canada, the Notes are to be offered and sold on a private placement basis in certain provinces of Canada.

This release shall not constitute an offer to sell or a solicitation of an offer to buy any security, nor shall there be any offer, solicitation or sale of any security in any state or jurisdiction in which such an offer, solicitation, or sale would be unlawful.

About GFL

GFL, headquartered in Vaughan, Ontario, is the fourth largest diversified environmental services company in North America, providing a comprehensive line of non-hazardous solid waste management, infrastructure & soil remediation and liquid waste management services through its platform of facilities throughout Canada and in 27 states in the United States. Across its organization, GFL has a workforce of more than 15,000 employees.

Forward-Looking Information

This release includes certain “forward-looking statements”, including statements relating to the potential for an offering and issuance of the Notes by GFL and the use of proceeds therefrom. In some cases, but not necessarily in all cases, forward-looking statements can be identified by the use of forward looking terminology such as “plans”, “targets”, “expects” or “does not expect”, “is expected”, “an opportunity exists”, “is positioned”, “estimates”, “intends”, “assumes”, “anticipates” or “does not anticipate” or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might”, “will” or “will be taken”, “occur” or “be achieved”. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances contain forward-looking statements. Forward-looking statements are not historical facts, nor guarantees or assurances of future performance but instead represent management’s current beliefs, expectations, estimates and projections regarding future events and operating performance. Forward-looking statements are necessarily based on a number of opinions, assumptions and estimates that, while considered reasonable by GFL as of the date of this release, are subject to inherent uncertainties, risks and changes in circumstances that may differ materially from those contemplated by the forward-looking statements. Important factors that could cause actual results to differ, possibly materially, from those indicated by the forward-looking statements include, but are not limited to, the “Risk Factors” section of GFL’s annual report for the 2020 fiscal year filed on Form 20-F and GFL’s other periodic filings with the U.S. Securities and Exchange Commission and the securities commissions or similar regulatory authorities in Canada. These factors are not intended to represent a complete list of the factors that could affect GFL. However, such risk factors should be considered carefully. There can be no assurance that such estimates and assumptions will prove to be correct. You should not place undue reliance on forward-looking statements, which speak only as of the date of this release. GFL undertakes no obligation to publicly update any forward-looking statement, except as required by applicable securities laws.

For more information:

Patrick Dovigi

+1 905-326-0101


[email protected]

 

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SOURCE GFL Environmental Inc.

NICE Transforms Digital Customer Experience with Launch of CXone SmartAssist the Industry’s Most Advanced Conversational AI Solution, Powered by Amelia

NICE Transforms Digital Customer Experience with Launch of CXone SmartAssist the Industry’s Most Advanced Conversational AI Solution, Powered by Amelia

Revolutionary digital Employee and Consumer Conversational AI solution delivers personalized intelligent self-service and accelerates time-to-value

HOBOKEN, N.J.–(BUSINESS WIRE)–NICE(Nasdaq: NICE)today announced the launch of CXone SmartAssist powered by Amelia, the industry’s leading Conversational AI solution for customer service, to improve conversations across the customer experience (CX) journey. Pairing NICE CXone’s advanced analytical capabilities, and extensive data and knowledge, with Amelia’s Conversational AI technology will allow organizations to build and deploy smarter, more effective intelligent self-service, with full flexibility, scalability and rapid innovations.

Fueled by NICE Enlighten AI and the advanced digital capabilities of CXone, with built-in advanced Conversational AI, CXone SmartAssist can solve customers’ requests without the need for human support, facilitating faster resolutions and learning with every interaction for even deeper connections the next time. Additionally, the solution will assist users in designing their own custom-made intelligent virtual assistants for unique use cases that can offer suggestions and guidance through an interactive interface. Armed with all the necessary data with NICE Enlighten AI – the industry’s first and only purpose-built AI that’s pretrained to understand the intricacies of customer engagement — this advanced, no-code AI solution takes out the guesswork of creating virtual assistants that enhance customer experiences.

“Consumers are increasingly engaging in digital conversations and prefer brands that provide 24/7 support in the way they prefer, and they have quickly come to expect an effortless experience in their moment of need,” said Paul Jarman, CEO NICE CXone. “AI-powered technologies enable these customer-controlled experiences through the rapid delivery of personalized services and end-to-end care. The out-of-the-box machine learning-imbued intelligence powered by Amelia will help organizations digitally transform through automation and cognitive technology to lower costs, improve productivity and grow their business.”

“Human-machine collaboration adds significant value for businesses, employees and customers alike,” said Scott Kohn, Chief Channel Officer, Amelia. “Conversational and self-learning AI like CXone SmartAssist, powered by Amelia, is a significant differentiator for any business, delivering the best elements of human interactions to everyday user experiences. Add to that the enormous interactions data pool supplied by NICE’s CXone and Enlighten AI, and you’ve got a very sophisticated and unique digital employee that is capable of recalling a volume of business logic that’s needed to really understand how your customers interact with your business.”

About NICE

With NICE (Nasdaq: NICE), it’s never been easier for organizations of all sizes around the globe to create extraordinary customer experiences while meeting key business metrics. Featuring the world’s #1 cloud native customer experience platform, CXone, NICE is a worldwide leader in AI-powered contact center software. Over 25,000 organizations in more than 150 countries, including over 85 of the Fortune 100 companies, partner with NICE to transform – and elevate – every customer interaction. www.nice.com.

About AMELIA

Amelia is a leading Enterprise AI software company with a long history of innovation in automation and Conversational AI. We create fulfilling human experiences through groundbreaking AI solutions, as we enable conversational experiences, streamline IT operations, and automate processes. In 2014, we launched Amelia, the Most Human AI™; then in 2018, we introduced true end-to-end, enterprise-wide automation allowing enterprises to quickly optimize back-end operations. Amelia is consistently recognized by third-party analyst firms as a market leader. Headquartered in New York City with offices in 15 countries, Amelia’s roster of client success stories speaks for itself: Our technology impacts more than 200 of the world’s leading brands, including global leaders in banking, insurance, telecommunications, and other industries. See how Amelia is powering the Future of Work at amelia.ai.

Trademark Note: NICE and the NICE logo are trademarks or registered trademarks of NICE Ltd. All other marks are trademarks of their respective owners. For a full list of NICE’s marks, please see: www.nice.com/nice-trademarks.

Forward-Looking Statements

This press release contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements, including the statements by Jarman, are based on the current beliefs, expectations and assumptions of the management of NICE Ltd. (the “Company”). In some cases, such forward-looking statements can be identified by terms such as “believe,” “expect,” “seek,” “may,” “will,” “intend,” “should,” “project,” “anticipate,” “plan,” “estimate,” or similar words. Forward-looking statements are subject to a number of risks and uncertainties that could cause the actual results or performance of the Company to differ materially from those described herein, including but not limited to the impact of changes in economic and business conditions, including as a result of the COVID-19 pandemic; competition; successful execution of the Company’s growth strategy; success and growth of the Company’s cloud Software-as-a-Service business; changes in technology and market requirements; decline in demand for the Company’s products; inability to timely develop and introduce new technologies, products and applications; difficulties or delays in absorbing and integrating acquired operations, products, technologies and personnel; loss of market share; an inability to maintain certain marketing and distribution arrangements; the Company’s dependency on third-party cloud computing platform providers, hosting facilities and service partners; cyber security attacks or other security breaches against the Company; the effect of newly enacted or modified laws, regulation or standards on the Company and our products and various other factors and uncertainties discussed in our filings with the U.S. Securities and Exchange Commission (the “SEC”). For a more detailed description of the risk factors and uncertainties affecting the company, refer to the Company’s reports filed from time to time with the SEC, including the Company’s Annual Report on Form 20-F. The forward-looking statements contained in this press release are made as of the date of this press release, and the Company undertakes no obligation to update or revise them, except as required by law.

Corporate Media

Christopher Irwin-Dudek, +1 201 561 4442, [email protected] ET

[email protected]

Investors

Marty Cohen, +1 551 256 5354, [email protected], ET

Omri Arens, +972 3 763 0127, [email protected], CET

KEYWORDS: United States North America New Jersey

INDUSTRY KEYWORDS: Technology Other Communications Other Technology Communications Telecommunications Software Audio/Video Internet Data Management VoIP

MEDIA:

Logo
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MPLX LP Announces Retirement of Pamela K.M. Beall; John J. Quaid Named Executive Vice President and Chief Financial Officer of MPLX GP LLC

PR Newswire

FINDLAY, Ohio, Aug. 4, 2021 /PRNewswire/ — MPLX LP (NYSE: MPLX) today announced that Pamela K.M. Beall, Executive Vice President and Chief Financial Officer of MPLX GP LLC, will retire later this year after more than 25 years of service with sponsor Marathon Petroleum (NYSE: MPC) and MPLX. John J. Quaid will succeed Ms. Beall as Executive Vice President and Chief Financial Officer of the general partner, effective Sept. 1, 2021.

Ms. Beall began her career with Marathon as an auditor and rejoined the company in 2002, where she has since served in a wide range of capacities, including Vice President of Downstream Business Development; Vice President of Global Procurement; and Vice President of Products, Supply and Optimization. Ms. Beall was Vice President, Investor Relations and Government and Public Affairs during MPC’s separation from Marathon Oil in 2011 and supported MPLX’s initial public offering in 2012. She was named President, MPLX GP LLC in 2014, leading the company’s diversification into natural gas and natural gas liquids logistics services, before assuming her current role in 2016.

“Pam has played a critical role in many of Marathon’s most important recent milestones, including helping to establish both MPC and MPLX as publicly traded companies. During her time as MPLX CFO, we’ve successfully grown and diversified the MLP, increasing its value to MPC and unitholders and recently achieving our excess cash flow goal ahead of schedule. The board of directors and I appreciate Pam’s many years of service and wish her well in her much-deserved retirement,” said Michael J. Hennigan, Chairman, President and Chief Executive Officer of MPLX GP LLC. “We also congratulate John on his appointment and look forward to continued strategic growth and value creation under his financial leadership.”  

Mr. Quaid joined MPC in 2014 as Vice President and Controller and has served as Senior Vice President and Controller since 2020. Prior to MPC, he spent 12 years with United States Steel Corp. serving in roles of increasing responsibility, including Vice President of Iron Ore, Vice President and Treasurer, divisional finance and accounting positions and investor relations manager. Mr. Quaid began his career in PricewaterhouseCoopers LLP’s audit and assurance practice, where he served companies in the steel, oil and gas, technology and consumer products industries. He holds a Bachelor of Science degree in accounting from Lehigh University.

About MPLX LP

MPLX is a diversified, large-cap master limited partnership that owns and operates midstream energy infrastructure and logistics assets and provides fuels distribution services. MPLX’s assets include a network of crude oil and refined product pipelines; an inland marine business; light-product terminals; storage caverns; refinery tanks, docks, loading racks, and associated piping; and crude and light-product marine terminals. The company also owns crude oil and natural gas gathering systems and pipelines as well as natural gas and NGL processing and fractionation facilities in key U.S. supply basins. More information is available at www.MPLX.com.

Investor Relations Contact: (419) 421-2071

Kristina Kazarian, Vice President
Jamie Madere, Manager

Media Contact: (419) 421-3312
Jamal Kheiry, Manager

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SOURCE MPLX LP

Exelon Reports Second Quarter 2021 Results

Exelon Reports Second Quarter 2021 Results

Earnings Release Highlights

  • GAAP Net Income of $0.41 per share and Adjusted (non-GAAP) Operating Earnings of $0.89 per share for the second quarter of 2021
  • Reaffirming range for full year 2021 Adjusted (non-GAAP) Operating Earnings guidance of $2.60-$3.00
  • Exelon utilities announced the “path to clean” goal to reduce operations-driven emissions 50% by 2030 against a 2015 baseline and achieve net-zero by 2050
  • Strong utility reliability performance — all gas utilities achieved top decile in gas odor response and every utility achieved top quartile in outage frequency and outage duration
  • Generation’s nuclear fleet capacity factor was 93.7% (owned and operated units)
  • Orders in Pepco Maryland’s electric multi-year plan, Pepco DC’s electric multi-year plan, and PECO’s gas rate cases were received in June. A settlement was also approved in the ACE electric rate case in July.

CHICAGO–(BUSINESS WIRE)–
Exelon Corporation (Nasdaq: EXC) today reported its financial results for the second quarter of 2021.

“Ongoing investments in technology and infrastructure continue to drive high reliability and customer satisfaction across our six utilities, and today we announced a new ‘path to clean’ goal that will put Exelon utilities on course to achieve net-zero emissions from operations by 2050,” said Christopher Crane, president and CEO of Exelon. “We also are encouraged to see growing support at the federal level for policies that would value the clean energy from our nuclear fleet, but passage of legislation remains uncertain and, regardless, will come too late to save our Byron and Dresden plants from early retirement this fall. While we remain hopeful that a state solution will pass in time to save the plants, clean energy legislation in Illinois remains caught in negotiations over unrelated policy matters, leaving us no choice but to continue down the path of closing the plants. Looking ahead, we continue to execute our plan to separate our utility and generation businesses into two financially strong, independent companies, and we remain on track to close in the first quarter of 2022.”

“Adjusted (non-GAAP) Operating Earnings of $0.89 per share in the second quarter was $0.34 ahead of the same period last year, driven in part by the absence of storm costs at Exelon utilities and the recovery of costs associated with ongoing investments to improve reliability and service for customers,” said Joseph Nigro, senior executive vice president and CFO of Exelon. “Exelon Generation also had a strong quarter, with year-over-year earnings up $0.14 per share due to unrealized and realized gains on Constellation’s Technology Venture investments, fewer planned nuclear outage days and realized gains in our nuclear decommissioning trust funds. As a result of these and other factors, we are reaffirming our full-year Adjusted (non-GAAP) Operating Earnings guidance range of $2.60-$3.00 per share.”

Second Quarter 2021

Exelon’s GAAP Net Income for the second quarter of 2021 decreased to $0.41 per share from $0.53 GAAP Net Income per share in the second quarter of 2020. Adjusted (non-GAAP) Operating Earnings for the second quarter of 2021 increased to $0.89 per share from $0.55 per share in the second quarter of 2020. For the reconciliations of GAAP Net Income to Adjusted (non-GAAP) Operating Earnings, refer to the tables beginning on page 5.

Adjusted (non-GAAP) Operating Earnings in the second quarter of 2021 primarily reflect:

  • Higher utility earnings primarily due to higher electric distribution earnings at ComEd from higher rate base and higher allowed ROE due to an increase in treasury rates; the favorable impacts of the multi-year plan at BGE; regulatory rate increases at PHI; favorable volume at PECO and PHI; and lower storm costs at PECO due to the absence of the June 2020 storms.
  • Higher Generation earnings primarily due to higher net unrealized and realized gains on equity investments; higher realized gains on nuclear decommissioning trust (NDT) funds; and decreased nuclear outage days.

Operating Company Results1

ComEd

ComEd’s second quarter of 2021 GAAP Net Income increased to $192 million from a GAAP Net Loss of $(61) million in the second quarter of 2020. ComEd’s Adjusted (non-GAAP) Operating Earnings for the second quarter of 2021 increased to $195 million from $150 million in the second quarter of 2020, primarily due to higher electric distribution earnings from higher rate base and higher allowed ROE due to an increase in treasury rates. Due to revenue decoupling, ComEd’s distribution earnings are not affected by actual weather or customer usage patterns.

PECO

PECO’s second quarter of 2021 GAAP Net Income increased to $104 million from $39 million in the second quarter of 2020. PECO’s Adjusted (non-GAAP) Operating Earnings for the second quarter of 2021 increased to $107 million from $44 million in the second quarter of 2020, primarily due to lower storm costs due to the absence of the June 2020 storms and favorable volume.

__________

1Exelon’s five business units include ComEd, which consists of electricity transmission and distribution operations in northern Illinois; PECO, which consists of electricity transmission and distribution operations and retail natural gas distribution operations in southeastern Pennsylvania; BGE, which consists of electricity transmission and distribution operations and retail natural gas distribution operations in central Maryland; PHI, which consists of electricity transmission and distribution operations in the District of Columbia and portions of Maryland, Delaware, and New Jersey and retail natural gas distribution operations in northern Delaware; and Generation, which consists of owned and contracted electric generating facilities and wholesale and retail customer supply of electric and natural gas products and services, including renewable energy products and risk management services.

BGE

BGE’s second quarter of 2021 GAAP Net Income increased to $45 million from $39 million in the second quarter of 2020. BGE’s Adjusted (non-GAAP) Operating Earnings for the second quarter of 2021 increased to $48 million from $43 million in the second quarter of 2020, primarily due to the favorable impacts of the multi-year plan. Due to revenue decoupling, BGE’s distribution earnings are not affected by actual weather or customer usage patterns.

PHI

PHI’s second quarter of 2021 GAAP Net Income increased to $141 million from $94 million in the second quarter of 2020. PHI’s Adjusted (non-GAAP) Operating Earnings for the second quarter of 2021 increased to $144 million from $98 million in the second quarter of 2020, primarily due to distribution and transmission rate increases at DPL and ACE, favorable volume at ACE, and lower credit loss expense in 2021 due to an increase in 2020 as a result of COVID-19. Due to revenue decoupling, PHI’s distribution earnings related to Pepco Maryland, DPL Maryland and Pepco District of Columbia are not affected by actual weather or customer usage patterns.

Generation

Generation had a GAAP Net Loss of $(61) million in the second quarter of 2021 compared with GAAP Net Income of $476 million in the second quarter of 2020. Generation’s Adjusted (non-GAAP) Operating Earnings for the second quarter of 2021 increased to $393 million from $252 million in the second quarter of 2020, primarily due to net unrealized and realized gains on equity investments, higher realized gains on NDT funds, and decreased nuclear outage days.

As of June 30, 2021, the percentage of expected generation hedged is 98%-101% for 2021.

Recent Developments and Second Quarter Highlights

  • Exelon Utilities “Path to Clean”: Today, the Exelon utilities announced a “path to clean” goal to collectively reduce their operations-driven emissions 50% by 2030 against a 2015 baseline and to reach net zero operations-driven emissions by 2050. This goal builds upon Exelon’s long-standing commitment to reducing our greenhouse gas emissions. The Exelon utilities “path to clean” will include efficiency and clean electricity for operations, vehicle fleet electrification, equipment and processes to reduce sulfur hexafluoride (SF6) leakage, modern natural gas infrastructure to minimize methane leaks and increase safety and reliability, and investment and collaboration to develop new technologies.
  • PECO Pennsylvania Natural Gas Distribution Base Rate Case: On June 22, 2021, the Pennsylvania Public Utility Commission (PAPUC) issued an order approving a $29 million increase in PECO’s annual natural gas distribution revenues, reflecting a ROE of 10.24%. The rates were effective on July 1, 2021.
  • Pepco District of Columbia Electric Distribution Base Rate Case: On June 8, 2021, the Public Service Commission of the District of Columbia (DCPSC) approved Pepco’s multi-year plan for the 18-months remaining in 2021 through 2022. The order approved an incremental increase in Pepco’s electric distribution rates of $42 million and $67 million, before offsets, for the remainder of 2021 and 2022, respectively, reflecting an ROE of 9.275%. However, the DCPSC utilized the acceleration of refunds for certain tax benefits along with other rate relief to partially offset the customer rate increases by $22 million and $40 million for the remainder of 2021 and 2022, respectively. These rates were effective on July 1, 2021.
  • Pepco Maryland Electric Distribution Base Rate Case: On June 28, 2021, the Maryland Public Service Commission (MDPSC) approved Pepco’s three-year multi-year plan for April 1, 2021 through March 31, 2024. The order approved an incremental increase in Pepco’s electric distribution rates of $21 million, $16 million, and $15 million, before offsets, for the 12-month periods ending March 31, 2022, 2023, and 2024, respectively, reflecting an ROE of 9.55%. However, the MDPSC utilized the acceleration of refunds for certain tax benefits to fully offset the increases such that customer rates remain unchanged through March 31, 2022. The MDPSC has deferred a decision on whether to use additional tax benefits to offset the customer rate increases for periods after March 31, 2022. These rates were effective on June 28, 2021.
  • ACE New Jersey Electric Distribution Base Rate Case: On July 14, 2021, the New Jersey Board of Public Utilities (NJBPU) approved an increase in ACE’s annual electric distribution base rates of $41 million (before New Jersey sales and use tax), reflecting an ROE of 9.6%. The order allows ACE to retain approximately $11 million of certain tax benefits which will result in a decrease to income tax expense in the third quarter of 2021. These rates are effective on Jan. 1, 2022.
  • Nuclear Operations: Generation’s nuclear fleet, including its owned output from the Salem Generating Station and 100% of the CENG units, produced 43,575 gigawatt-hours (GWhs) in the second quarter of 2021, compared with 43,416 GWhs in the second quarter of 2020. Excluding Salem, the Exelon-operated nuclear plants at ownership achieved a 93.7% capacity factor for the second quarter of 2021, compared with 95.4% for the second quarter of 2020. The number of planned refueling outage days in the second quarter of 2021 totaled 66, compared with 92 in the second quarter of 2020. There were seven non-refueling outage days in the second quarter of 2021 and none in the second quarter of 2020.
  • Fossil and Renewables Operations: The Dispatch Match rate for Generation’s gas and hydro fleet was 99.5% in the second quarter of 2021, compared with 97.4% in the second quarter of 2020.

    Energy Capture for the wind and solar fleet was 96.0% in the second quarter of 2021, compared with 92.7% in the second quarter of 2020.

  • Financing Activities:
    • On June 10, 2021, BGE issued $600 million of its 2.25% notes due June 15, 2031. BGE used the proceeds to repay a portion of outstanding commercial paper obligations, repay existing indebtedness, and to fund other general corporate purposes.
    • On May 13, 2021, West Medway II, LLC (West Medway II), an indirect subsidiary of Generation, entered into a financing agreement for a $150 million nonrecourse senior secured term loan credit facility scheduled to mature on March 31, 2026. The term loan bears interest at an average blended interest rate of LIBOR plus 3%. Generation used the proceeds for general corporate purposes. In addition to the financing, West Medway II entered into interest rate swaps with an initial notional amount of $113 million at an interest rate of 0.61% to manage a portion of the interest rate exposure in connection with financing.

GAAP/Adjusted (non-GAAP) Operating Earnings Reconciliation

Adjusted (non-GAAP) Operating Earnings for the second quarter of 2021 do not include the following items (after tax) that were included in reported GAAP Net Income:

(in millions)

Exelon

Earnings per

Diluted

Share

Exelon

ComEd

PECO

BGE

PHI

Generation

2021 GAAP Net Income (Loss)

$

0.41

 

$

401

 

$

192

 

$

104

 

$

45

 

$

141

 

$

(61

Mark-to-Market Impact of Economic Hedging Activities (net of taxes of $79)

(0.24

(231

 

 

 

 

(234

Unrealized Gains Related to NDT Fund Investments (net of taxes of $134)

(0.13

(130

 

 

 

 

(130

Asset Impairments (net of taxes of $124)

0.38

 

368

 

 

 

 

 

368

 

Plant Retirements and Divestitures (net of taxes of $116)

0.35

 

344

 

 

 

 

 

344

 

Cost Management Program (net of taxes of $1)

 

2

 

 

 

 

 

2

 

COVID-19 Direct Costs (net of taxes of $3, $0, $0, $1, and $2, respectively)

0.01

 

9

 

 

1

 

1

 

2

 

5

 

Acquisition Related Costs (net of taxes of $1)

 

2

 

 

 

 

 

2

 

ERP System Implementation Costs (net of taxes of $1)

 

2

 

 

 

 

 

2

 

Planned Separation Costs (net of taxes of $7, $1, $1, $1, $1, and $2, respectively)

0.01

 

13

 

2

 

1

 

1

 

2

 

5

 

Costs Related to Suspension of Contractual Offset (net of taxes of $12)

0.04

 

41

 

 

 

 

 

41

 

Income Tax-Related Adjustments (entire amount represents tax expense)

 

(2

)

 

 

 

 

 

Noncontrolling Interests (net of taxes of $8)

0.05

 

50

 

 

 

 

 

50

 

2021 Adjusted (non-GAAP) Operating Earnings

$

0.89

 

$

869

 

$

195

 

$

107

 

$

48

 

$

144

 

$

393

 

Adjusted (non-GAAP) Operating Earnings for the second quarter of 2020 do not include the following items (after tax) that were included in reported GAAP Net Income:

(in millions)

Exelon

Earnings per

Diluted

Share

Exelon

ComEd

PECO

BGE

PHI

Generation

2020 GAAP Net Income (Loss)

$

0.53

 

$

521

 

$

(61

$

39

 

$

39

 

$

94

 

$

476

 

Mark-to-Market Impact of Economic Hedging Activities (net of taxes of $18 and $20, respectively)

(0.05

(51

 

 

 

 

(60

Unrealized Gains Related to NDT Fund Investments (net of taxes of $275)

(0.31

(305

 

 

 

 

(305

Asset Impairments (net of taxes of $7, $4, and $3, respectively)

0.02

 

19

 

11

 

 

 

 

8

 

Plant Retirements and Divestitures (net of taxes of $2)

0.01

 

7

 

 

 

 

 

7

 

Cost Management Program (net of taxes of $3, $1, and $2, respectively)

0.01

 

6

 

 

 

 

1

 

5

 

Change in Environmental Liabilities (net of taxes of $0)

 

1

 

 

 

 

 

1

 

COVID-19 Direct Costs (net of taxes of $10, $2, $1, $1, and $6, respectively)

0.03

 

27

 

 

5

 

4

 

3

 

16

 

Deferred Prosecution Agreement Payments (net of taxes of $0)

0.20

 

200

 

200

 

 

 

 

 

Income Tax-Related Adjustments (entire amount represents tax expense)

0.01

 

5

 

 

 

 

 

 

Noncontrolling Interests (net of taxes of $20)

0.11

 

104

 

 

 

 

 

104

 

2020 Adjusted (non-GAAP) Operating Earnings

$

0.55

 

$

536

 

$

150

 

$

44

 

$

43

 

$

98

 

$

252

 

Note:

Amounts may not sum due to rounding.

Unless otherwise noted, the income tax impact of each reconciling item between GAAP Net Income (Loss) and Adjusted (non-GAAP) Operating Earnings is based on the marginal statutory federal and state income tax rates for each Registrant, taking into account whether the income or expense item is taxable or deductible, respectively, in whole or in part. For all items except the unrealized gains and losses related to NDT fund investments, the marginal statutory income tax rates for 2021 and 2020 ranged from 25.0% to 29.0%. Under IRS regulations, NDT fund investment returns are taxed at different rates for investments if they are in qualified or non-qualified funds. The effective tax rates for the unrealized losses related to NDT fund investments were 50.6% and 47.4% for the three months ended June 30, 2021 and 2020, respectively.

Webcast Information

Exelon will discuss second quarter 2021 earnings in a conference call scheduled for today at 9 a.m. Central Time (10 a.m. Eastern Time). The webcast and associated materials can be accessed at www.exeloncorp.com/investor-relations.

About Exelon

Exelon Corporation (Nasdaq: EXC) is a Fortune 100 energy company with the largest number of electricity and natural gas customers in the U.S. Exelon does business in 48 states, the District of Columbia, and Canada and had 2020 revenue of $33 billion. Exelon serves approximately 10 million customers in Delaware, the District of Columbia, Illinois, Maryland, New Jersey, and Pennsylvania through its Atlantic City Electric, BGE, ComEd, Delmarva Power, PECO, and Pepco subsidiaries. Exelon is one of the largest competitive U.S. power generators, with more than 31,000 megawatts of nuclear, gas, wind, solar and hydroelectric generating capacity comprising one of the nation’s cleanest and lowest-cost power generation fleets. The company’s Constellation business unit provides energy products and services to approximately 2 million residential, public sector, and business customers, including three fourths of the Fortune 100. Follow Exelon on Twitter @Exelon.

Non-GAAP Financial Measures

In addition to net income as determined under generally accepted accounting principles in the United States (GAAP), Exelon evaluates its operating performance using the measure of Adjusted (non-GAAP) Operating Earnings because management believes it represents earnings directly related to the ongoing operations of the business. Adjusted (non-GAAP) Operating Earnings exclude certain costs, expenses, gains and losses, and other specified items. This measure is intended to enhance an investor’s overall understanding of period over period operating results and provide an indication of Exelon’s baseline operating performance excluding items that are considered by management to be not directly related to the ongoing operations of the business. In addition, this measure is among the primary indicators management uses as a basis for evaluating performance, allocating resources, setting incentive compensation targets, and planning and forecasting of future periods. Adjusted (non-GAAP) Operating Earnings is not a presentation defined under GAAP and may not be comparable to other companies’ presentation. The Company has provided the non-GAAP financial measure as supplemental information and in addition to the financial measures that are calculated and presented in accordance with GAAP. Adjusted (non-GAAP) Operating Earnings should not be deemed more useful than, a substitute for, or an alternative to the most comparable GAAP Net Income measures provided in this earnings release and attachments. This press release and earnings release attachments provide reconciliations of Adjusted (non-GAAP) Operating Earnings to the most directly comparable financial measures calculated and presented in accordance with GAAP, are posted on Exelon’s website: www.exeloncorp.com, and have been furnished to the Securities and Exchange Commission on Form 8-K on Aug. 4, 2021.

Cautionary Statements Regarding Forward-Looking Information

This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties including, among others, those related to the timing, manner, tax-free nature, and expected benefits associated with the potential separation of Exelon’s competitive power generation and customer-facing energy business from its six regulated electric and gas utilities. Words such as “could,” “may,” “expects,” “anticipates,” “will,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “predicts,” and variations on such words, and similar expressions that reflect our current views with respect to future events and operational, economic, and financial performance, are intended to identify such forward-looking statements.

The factors that could cause actual results to differ materially from the forward-looking statements made by Exelon Corporation, Exelon Generation Company, LLC, Commonwealth Edison Company, PECO Energy Company, Baltimore Gas and Electric Company, Pepco Holdings LLC, Potomac Electric Power Company, Delmarva Power & Light Company, and Atlantic City Electric Company (Registrants) include those factors discussed herein, as well as the items discussed in (1) the Registrants’ 2020 Annual Report on Form 10-K in (a) Part I, ITEM 1A. Risk Factors, (b) Part II, ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and (c) Part II, ITEM 8. Financial Statements and Supplementary Data: Note 19, Commitments and Contingencies; (2) the Registrants’ Second Quarter 2021 Quarterly Report on Form 10-Q (to be filed on Aug. 4, 2021) in (a) Part II, ITEM 1A. Risk Factors, (b) Part I, ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and (c) Part I, ITEM 1. Financial Statements: Note 15, Commitments and Contingencies; and (3) other factors discussed in filings with the SEC by the Registrants.

Investors are cautioned not to place undue reliance on these forward-looking statements, whether written or oral, which apply only as of the date of this press release. None of the Registrants undertakes any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this press release.

Exelon

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions, except per share data)

 

 

Three Months Ended

June 30, 2021

 

Three Months Ended

June 30, 2020

 

GAAP (a)

 

Non-GAAP Adjustments

 

 

 

GAAP (a)

 

Non-GAAP Adjustments

 

 

 

Operating revenues

$

7,915

 

 

$

240

 

 

(b)

 

$

7,322

 

 

$

(21

)

 

(b)

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

3,016

 

 

 

500

 

 

(b),(c)

 

2,924

 

 

 

64

 

 

(b),(d)

Operating and maintenance

2,447

 

 

 

(364

)

 

(c),(d),(e),(f), (g),(h),(i),(j)

 

2,433

 

 

 

(280

)

 

(b),(d),(e),(f),

(m),(n)

Depreciation and amortization

1,666

 

 

 

(633

)

 

(c),(j)

 

1,001

 

 

 

(4

)

 

(c)

Taxes other than income taxes

432

 

 

 

 

 

 

 

411

 

 

 

 

 

 

Total operating expenses

7,561

 

 

 

 

 

 

6,769

 

 

 

 

 

 

Gain on sales of assets and businesses

12

 

 

 

(1

)

 

(c)

 

12

 

 

 

(4

)

 

(b),(c)

Operating income

366

 

 

 

 

 

 

565

 

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(396

)

 

 

 

 

 

 

(427

)

 

 

23

 

 

(b),(o)

Other, net

581

 

 

 

(267

)

 

(b),(j),(k)

 

656

 

 

 

(569

)

 

(b),(k)

Total other income and (deductions)

185

 

 

 

 

 

 

229

 

 

 

 

 

 

Income before income taxes

551

 

 

 

 

 

 

794

 

 

 

 

 

 

Income taxes

74

 

 

 

51

 

 

(b),(c),(d),(e), (f),(g),(h),(i),

(j),(k)

 

219

 

 

 

(262

)

 

(b),(c),(d),(e), (f),(k),(o)

Equity in losses of unconsolidated affiliates

(1

)

 

 

 

 

 

 

(1

)

 

 

 

 

 

Net income

476

 

 

 

 

 

 

574

 

 

 

 

 

 

Net income attributable to noncontrolling interests

75

 

 

 

(50

)

 

(l)

 

53

 

 

 

(103

)

 

(l)

Net income attributable to common shareholders

$

401

 

 

 

 

 

 

$

521

 

 

 

 

 

 

Effective tax rate(p)

13.4

%

 

 

 

 

 

27.6

%

 

 

 

 

 

Earnings per average common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

0.41

 

 

 

 

 

 

$

0.53

 

 

 

 

 

 

Diluted

$

0.41

 

 

 

 

 

 

$

0.53

 

 

 

 

 

 

Average common shares outstanding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

978

 

 

 

 

 

 

976

 

 

 

 

 

 

Diluted

979

 

 

 

 

 

 

976

 

 

 

 

 

 

__________

(a)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)

Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities, net of intercompany eliminations.

(c)

In 2021, adjustment to exclude costs associated with Generation’s decision in the third quarter of 2020 to early retire Byron and Dresden nuclear facilities in 2021 and Mystic Units 8 and 9 in 2024. In 2020, adjustment to exclude accelerated depreciation and amortization expenses associated with the early retirement of certain fossil sites.

(d)

Adjustment to exclude reorganization costs related to cost management programs.

(e)

In 2021, adjustment to exclude an impairment in the New England asset group and an impairment recorded as a result of the agreement to sell the Albany Green Energy biomass facility. In 2020, adjustment to exclude an impairment at ComEd related to the acquisition of transmission assets and the impairment of certain wind assets at Generation.

(f)

Adjustment to exclude direct costs related to COVID-19 consisting primarily of costs to acquire personal protective equipment, costs for cleaning supplies and services, and costs to hire healthcare professionals to monitor the health of employees.

(g)

Adjustment to exclude costs related to the acquisition of Electricite de France SA’s (EDF’s) interest in CENG.

(h)

Adjustment to exclude costs related to a multi-year Enterprise Resource Program (ERP) system implementation.

(i)

Adjustment to exclude costs related to the planned separation primarily comprised of system-related costs, third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation, and employee-related severance costs.

(j)

Adjustment to exclude the impact of suspension of contractual offset for the Byron units in the second quarter of 2021.

(k)

Adjustment to exclude the impact of net unrealized gains on Generation’s NDT fund investments for Non-Regulatory Agreement Units.

(l)

Adjustment to exclude elimination from Generation’s results of the noncontrolling interests related to certain exclusion items, primarily related to unrealized gains and losses on NDT fund investments for CENG units.

(m)

Adjustment to exclude changes in environmental liabilities.

(n)

Adjustment to exclude the payments made by ComEd under the Deferred Prosecution Agreement, which ComEd entered in July 2020 with the U.S. Attorney’s Office for the Northern District of Illinois.

(o)

Adjustment to exclude income tax related adjustments.

(p)

The effective tax rate related to Adjusted (non-GAAP) Operating Earnings is 12.3% and (9.7)% for the three months ended June 30, 2021 and 2020, respectively.

Exelon

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions, except per share data)

 

 

Six Months Ended

June 30, 2021

 

Six Months Ended

June 30, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

Operating revenues

$

17,805

 

 

$

323

 

 

(b)

 

$

16,069

 

 

$

(201

)

 

(b)

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

8,984

 

 

705

 

 

(b),(c)

 

6,791

 

 

16

 

 

(b)

Operating and maintenance

4,426

 

 

(192

)

 

(c),(d),(e),(f), (g),(h),(i),(j), (k)

 

4,637

 

 

(304

)

 

(c),(d),(e),(f), (k),(n)

Depreciation and amortization

3,363

 

 

(1,275

)

 

(c),(j)

 

2,023

 

 

(14

)

 

(c)

Taxes other than income taxes

870

 

 

 

 

 

 

847

 

 

 

 

 

Total operating expenses

17,643

 

 

 

 

 

 

 

 

14,298

 

 

 

 

 

 

 

Gain on sales of assets and businesses

83

 

 

(69

)

 

(c)

 

13

 

 

(4

)

 

(b),(c)

Operating income

245

 

 

 

 

 

 

 

 

1,784

 

 

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(783

)

 

(4

)

 

(b)

 

(837

)

 

39

 

 

(b),(o)

Other, net

806

 

 

(184

)

 

(b),(j),(l)

 

(68

)

 

310

 

 

(l)

Total other income and (deductions)

23

 

 

 

 

 

 

 

 

(905

)

 

 

 

 

 

 

Income before income taxes

268

 

 

 

 

 

 

 

 

879

 

 

 

 

 

 

 

Income taxes

55

 

 

162

 

 

(b),(c),(d),(e), (f),(g),(h),(i),(j),(k),(l)

 

(75

)

 

119

 

 

(b),(c),(d),(e), (f),(l),(o)

Equity in losses of unconsolidated affiliates

(2

)

 

 

 

 

 

(4

)

 

 

 

 

Net income

211

 

 

 

 

 

 

 

 

950

 

 

 

 

 

 

 

Net income (loss) attributable to noncontrolling interests

99

 

 

(32

)

 

(m)

 

(153

)

 

42

 

 

(m)

Net income attributable to common shareholders

$

112

 

 

 

 

 

 

 

 

$

1,103

 

 

 

 

 

 

 

Effective tax rate(p)

20.5

%

 

 

 

 

 

 

 

(8.5

)%

 

 

 

 

 

 

Earnings per average common share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

0.11

 

 

 

 

 

 

 

 

$

1.13

 

 

 

 

 

 

 

Diluted

$

0.11

 

 

 

 

 

 

 

 

$

1.13

 

 

 

 

 

 

 

Average common shares outstanding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

978

 

 

 

 

 

 

 

 

975

 

 

 

 

 

 

 

Diluted

979

 

 

 

 

 

 

 

 

976

 

 

 

 

 

 

 

__________

(a)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)

Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities, net of intercompany eliminations.

(c)

In 2021, adjustment to exclude costs associated with Generation’s decision in the third quarter of 2020 to early retire Byron and Dresden nuclear facilities in 2021 and Mystic Units 8 and 9 in 2024, partially offset by a gain on sale of Generation’s solar business. In 2020, adjustment to exclude accelerated depreciation and amortization expenses associated with the early retirement of certain fossil sites.

(d)

Adjustment to exclude reorganization costs related to cost management programs.

(e)

In 2021, adjustment to exclude an impairment in the New England asset group and an impairment recorded as a result of the agreement to sell the Albany Green Energy biomass facility. In 2020, adjustment to exclude an impairment at ComEd related to the acquisition of transmission assets and the impairment of certain wind assets at Generation.

(f)

Adjustment to exclude direct costs related to COVID-19 consisting primarily of costs to acquire personal protective equipment, costs for cleaning supplies and services, and costs to hire healthcare professionals to monitor the health of employees.

(g)

Adjustment to exclude costs related to the acquisition of Electricite de France SA’s (EDF’s) interest in CENG.

(h)

Adjustment to exclude costs related to a multi-year Enterprise Resource Program (ERP) system implementation.

(i)

Adjustment to exclude costs related to the planned separation primarily comprised of system-related costs, third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation, and employee-related severance costs.

(j)

Adjustment to exclude the impact of suspension of contractual offset for the Byron units in the second quarter of 2021.

(k)

Adjustment to exclude changes in environmental liabilities.

(l)

Adjustment to exclude the impact of net unrealized gains and losses on Generation’s NDT fund investments for Non-Regulatory Agreement Units.

(m)

Adjustment to exclude elimination from Generation’s results of the noncontrolling interests related to certain exclusion items, primarily related to unrealized gains and losses on NDT fund investments for CENG units.

(n)

Adjustment to exclude the payments made by ComEd under the Deferred Prosecution Agreement, which ComEd entered in July 2020 with the U.S. Attorney’s Office for the Northern District of Illinois.

(o)

Adjustment to exclude income tax related adjustments.

(p)

The effective tax rate related to Adjusted (non-GAAP) Operating Earnings is 19.8% and 3.3% for the six months ended June 30, 2021 and 2020, respectively.

ComEd

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions)

 

 

Three Months Ended

June 30, 2021

 

Three Months Ended

June 30, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

Operating revenues

$

1,517

 

 

$

 

 

 

$

1,417

 

 

$

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

500

 

 

 

 

 

 

464

 

 

 

 

Operating and maintenance

323

 

 

 

(3

)

(d)

 

536

 

 

(215

)

(b), (c)

Depreciation and amortization

296

 

 

 

 

 

 

274

 

 

 

 

Taxes other than income taxes

77

 

 

 

 

 

 

71

 

 

 

 

Total operating expenses

1,196

 

 

 

 

 

 

1,345

 

 

 

 

 

 

Operating income

321

 

 

 

 

 

 

72

 

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(98

)

 

 

 

 

 

(98

)

 

 

 

Other, net

15

 

 

 

 

 

 

11

 

 

 

 

Total other income and (deductions)

(83

)

 

 

 

 

 

(87

)

 

 

 

 

 

Income before income taxes

238

 

 

 

 

 

 

(15

)

 

 

 

 

 

Income taxes

46

 

 

 

1

 

(d)

 

46

 

 

4

 

(b)

Net income

$

192

 

 

 

 

 

 

$

(61

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended

June 30, 2021

 

Six Months Ended

June 30, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

GAAP (a)

 

Non-GAAP

Ajustments

 

Operating revenues

$

3,052

 

 

$

 

 

 

$

2,856

 

 

$

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

1,025

 

 

 

 

 

 

951

 

 

 

 

Operating and maintenance

639

 

 

 

(4

)

(d)

 

853

 

 

(215

)

(b), (c)

Depreciation and amortization

589

 

 

 

 

 

 

547

 

 

 

 

Taxes other than income taxes

153

 

 

 

 

 

 

146

 

 

 

 

Total operating expenses

2,406

 

 

 

 

 

 

2,497

 

 

 

 

 

 

Operating income

646

 

 

 

 

 

 

359

 

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(193

)

 

 

 

 

 

(192

)

 

 

 

Other, net

22

 

 

 

 

 

 

22

 

 

 

 

Total other income and (deductions)

(171

)

 

 

 

 

 

(170

)

 

 

 

 

 

Income before income taxes

475

 

 

 

 

 

 

189

 

 

 

 

 

 

Income taxes

85

 

 

 

1

 

(d)

 

82

 

 

4

 

(b)

Net income

$

390

 

 

 

 

 

 

$

107

 

 

 

 

 

 

__________

(a)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)

Adjustment to exclude an impairment related to the acquisition of transmission assets.

(c)

Adjustment to exclude the payments made by ComEd under the Deferred Prosecution Agreement, which ComEd entered in July 2020 with the U.S. Attorney’s Office for the Northern District of Illinois.

(d)

Represents costs related to the planned separation primarily comprised of system-related costs, third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation, and employee-related severance costs.

PECO

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions)

 

Three Months Ended

June 30, 2021

 

Three Months Ended

June 30, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

Operating revenues

$

693

 

 

$

 

 

 

$

681

 

 

$

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

Purchased power and fuel

 

207

 

 

 

 

 

 

 

216

 

 

 

 

 

Operating and maintenance

 

209

 

 

 

(3

)

(b),(c)

 

 

275

 

 

 

(7

)

(b),(e)

Depreciation and amortization

 

87

 

 

 

 

 

 

 

88

 

 

 

 

 

Taxes other than income taxes

 

49

 

 

 

 

 

 

 

39

 

 

 

 

 

Total operating expenses

 

552

 

 

 

 

 

 

618

 

 

 

 

Operating income

 

141

 

 

 

 

 

 

63

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

Interest expense, net

 

(42

)

 

 

 

 

 

 

(36

)

 

 

 

 

Other, net

 

7

 

 

 

 

 

 

 

5

 

 

 

 

 

Total other income and (deductions)

 

(35

)

 

 

 

 

 

(31

)

 

 

 

Income before income taxes

 

106

 

 

 

 

 

 

32

 

 

 

 

Income taxes

 

2

 

 

 

1

 

(b),(c)

 

 

(7

)

 

 

2

 

(b),(e)

Net income

$

104

 

 

 

 

 

$

39

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended

June 30, 2021

 

Six Months Ended

June 30, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

Operating revenues

$

1,582

 

 

$

 

 

 

$

1,493

 

 

$

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

Purchased power and fuel

 

523

 

 

 

 

 

 

 

499

 

 

 

 

 

Operating and maintenance

 

443

 

 

 

(7

)

(b),(c),(d)

 

 

492

 

 

 

(10

)

(b),(e)

Depreciation and amortization

 

173

 

 

 

 

 

 

 

173

 

 

 

 

 

Taxes other than income taxes

 

92

 

 

 

 

 

 

 

78

 

 

 

 

 

Total operating expenses

 

1,231

 

 

 

 

 

 

1,242

 

 

 

 

Operating income

 

351

 

 

 

 

 

 

251

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

Interest expense, net

 

(80

)

 

 

 

 

 

 

(71

)

 

 

 

 

Other, net

 

12

 

 

 

 

 

 

 

7

 

 

 

 

 

Total other income and (deductions)

 

(68

)

 

 

 

 

 

(64

)

 

 

 

Income before income taxes

 

283

 

 

 

 

 

 

187

 

 

 

 

Income taxes

 

12

 

 

 

2

 

(b),(c),(d)

 

 

9

 

 

 

3

 

(b),(e)

Net income

$

271

 

 

 

 

 

$

178

 

 

 

 

__________

(a)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)

Adjustment to exclude direct costs related to COVID-19 consisting primarily of costs to acquire personal protective equipment, costs for cleaning supplies and services, and costs to hire healthcare professionals to monitor the health of employees.

(c)

Represents costs related to the planned separation primarily comprised of system-related costs, third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation, and employee-related severance costs.

(d)

Adjustment to exclude costs related to a multi-year Enterprise Resource Program (ERP) system implementation.

(e)

Adjustment to exclude reorganization costs related to cost management programs.

BGE

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions)

 

 

Three Months Ended

June 30, 2021

 

Three Months Ended

June 30, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

Operating revenues

$

682

 

 

$

 

 

 

$

616

 

 

$

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

219

 

 

 

 

 

194

 

 

 

 

Operating and maintenance

193

 

 

(3

)

(b),(c)

 

187

 

 

(6

)

(b),(e)

Depreciation and amortization

141

 

 

 

 

 

129

 

 

 

 

Taxes other than income taxes

67

 

 

 

 

 

63

 

 

 

 

Total operating expenses

620

 

 

 

 

 

 

 

573

 

 

 

 

 

 

Operating income

62

 

 

 

 

 

 

 

43

 

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(34

)

 

 

 

 

(32

)

 

 

 

Other, net

9

 

 

 

 

 

6

 

 

 

 

Total other income and (deductions)

(25

)

 

 

 

 

 

 

(26

)

 

 

 

 

 

Income before income taxes

37

 

 

 

 

 

 

 

17

 

 

 

 

 

 

Income taxes

(8

)

 

1

 

(b),(c)

 

(22

)

 

2

 

(b),(e)

Net income

$

45

 

 

 

 

 

 

 

$

39

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended

June 30, 2021

 

Six Months Ended

June 30, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

Operating revenues

$

1,656

 

 

$

 

 

 

$

1,554

 

 

$

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

550

 

 

 

 

 

483

 

 

 

 

Operating and maintenance

390

 

 

(6

)

(b),(c),(d)

 

376

 

 

(7

)

(b),(e)

Depreciation and amortization

293

 

 

 

 

 

272

 

 

 

 

Taxes other than income taxes

139

 

 

 

 

 

132

 

 

 

 

Total operating expenses

1,372

 

 

 

 

 

 

 

1,263

 

 

 

 

 

 

Operating income

284

 

 

 

 

 

 

 

291

 

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(67

)

 

 

 

 

(64

)

 

 

 

Other, net

16

 

 

 

 

 

10

 

 

 

 

Total other income and (deductions)

(51

)

 

 

 

 

 

 

(54

)

 

 

 

 

 

Income before income taxes

233

 

 

 

 

 

 

 

237

 

 

 

 

 

 

Income taxes

(21

)

 

2

 

(b),(c),(d)

 

18

 

 

1

 

(b),(e)

Net income

$

254

 

 

 

 

 

 

 

$

219

 

 

 

 

 

 

__________

(a)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)

Adjustment to exclude direct costs related to COVID-19 consisting primarily of costs to acquire personal protective equipment, costs for cleaning supplies and services, and costs to hire healthcare professionals to monitor the health of employees.

(c)

Adjustment to exclude costs related to the planned separation primarily comprised of system-related costs, third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation, and employee-related severance costs.

(d)

Adjustment to exclude costs related to a multi-year Enterprise Resource Program (ERP) system implementation.

(e)

Adjustment to exclude reorganization costs related to cost management programs.

PHI

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions)

 

 

Three Months Ended

June 30, 2021

 

Three Months Ended

June 30, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

Operating revenues

$

1,140

 

 

$

 

 

 

$

1,016

 

 

$

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

396

 

 

 

 

 

375

 

 

 

 

Operating and maintenance

256

 

 

(5

)

(b),(c),(d),(e)

 

281

 

 

(6

)

(d), (e)

Depreciation and amortization

194

 

 

 

 

 

191

 

 

 

 

Taxes other than income taxes

109

 

 

 

 

 

109

 

 

 

 

Total operating expenses

955

 

 

 

 

 

 

956

 

 

 

 

 

Operating income

185

 

 

 

 

 

 

60

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(67

)

 

 

 

 

(67

)

 

 

 

Other, net

20

 

 

 

 

 

14

 

 

 

 

Total other income and (deductions)

(47

)

 

 

 

 

 

(53

)

 

 

 

 

Income before income taxes

138

 

 

 

 

 

 

7

 

 

 

 

 

Income taxes

(3

)

 

1

 

(b),(c),(d),(e)

 

(87

)

 

2

 

(d), (e)

Net income

$

141

 

 

 

 

 

 

$

94

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended

June 30, 2021

 

Six Months Ended

June 30, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

Operating revenues

$

2,384

 

 

$

 

 

 

$

2,187

 

 

$

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

874

 

 

 

 

 

810

 

 

 

 

Operating and maintenance

513

 

 

(8

)

(b),(c),(d),(e)

 

538

 

 

(8

)

(d), (e)

Depreciation and amortization

404

 

 

 

 

 

385

 

 

 

 

Taxes other than income taxes

222

 

 

 

 

 

222

 

 

 

 

Total operating expenses

2,013

 

 

 

 

 

 

1,955

 

 

 

 

 

Gain on sales of assets

 

 

 

 

 

2

 

 

 

 

Operating income

371

 

 

 

 

 

 

234

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(134

)

 

 

 

 

(134

)

 

 

 

Other, net

36

 

 

 

 

 

26

 

 

 

 

Total other income and (deductions)

(98

)

 

 

 

 

 

(108

)

 

 

 

 

Income before income taxes

273

 

 

 

 

 

 

126

 

 

 

 

 

Income taxes

5

 

 

2

 

(b),(c),(d),(e)

 

(76

)

 

2

 

(d), (e)

Equity in earnings of unconsolidated affiliates

1

 

 

 

 

 

 

 

 

 

 

 

Net income

$

269

 

 

 

 

 

 

$

202

 

 

 

 

 

__________

(a)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)

Adjustment to exclude costs related to a multi-year Enterprise Resource Program (ERP) system implementation.

(c)

Adjustment to exclude costs related to the planned separation primarily comprised of system-related costs, third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation, and employee-related severance costs.

(d)

Adjustment to exclude reorganization costs related to cost management programs.

(e)

Adjustment to exclude direct costs related to COVID-19 consisting primarily of costs to acquire personal protective equipment, costs for cleaning supplies and services, and costs to hire healthcare professionals to monitor the health of employees.

Generation

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions)

 

 

Three Months Ended

June 30, 2021

 

Three Months Ended

June 30, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

Operating revenues

$

4,153

 

 

$

240

 

(b)

 

$

3,880

 

 

$

(21

)

(b)

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

1,947

 

 

500

 

(b),(c)

 

1,942

 

 

64

 

(b)

Operating and maintenance

1,474

 

 

(347

)

(c),(d),(e),(f), (g),(h),(i),(j)

 

1,189

 

 

(46

)

(c),(d),(e),(f), (k)

Depreciation and amortization

930

 

 

(633

)

(c),(j)

 

300

 

 

(4

)

(c)

Taxes other than income taxes

118

 

 

 

 

 

116

 

 

 

 

Total operating expenses

4,469

 

 

 

 

 

 

 

3,547

 

 

 

 

 

 

Gain on sales of assets and businesses

8

 

 

(1

)

(c)

 

12

 

 

(4

)

(b),(c)

Operating (loss) income

(308

)

 

 

 

 

 

 

345

 

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(76

)

 

 

 

 

(87

)

 

(1

)

(b)

Other, net

508

 

 

(270

)

(j),(l)

 

602

 

 

(569

)

(b),(l)

Total other income and (deductions)

432

 

 

 

 

 

 

 

515

 

 

 

 

 

 

Income before income taxes

124

 

 

 

 

 

 

 

860

 

 

 

 

 

 

Income taxes

110

 

 

44

 

(b),(c),(d),(e), (f),(g),(h),(i), (j),(l)

 

329

 

 

(282

)

(b),(c),(d),(e), (f),(l)

Equity in losses of unconsolidated affiliates

(1

)

 

 

 

 

(2

)

 

 

 

Net income

13

 

 

 

 

 

 

 

529

 

 

 

 

 

 

Net income attributable to noncontrolling interests

74

 

 

(50

)

(m)

 

53

 

 

(103

)

(m)

Net (loss) income attributable to membership interest

$

(61

)

 

 

 

 

 

 

$

476

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended

June 30, 2021

 

Six Months Ended

June 30, 2020

 

GAAP (a)

 

Non-GAAP

Adjustments

 

 

GAAP (a)

 

Non-GAAP

Adjustments

 

Operating revenues

$

9,712

 

 

$

323

 

(b)

 

$

8,613

 

 

$

(201

)

(b)

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

6,557

 

 

705

 

(b),(c)

 

4,646

 

 

16

 

(b)

Operating and maintenance

2,476

 

 

(161

)

(c),(d),(e),(f), (g),(h),(i),(j), (k)

 

2,451

 

 

(67

)

(c),(d),(e),(f), (k)

Depreciation and amortization

1,869

 

 

(1,275

)

(c),(j)

 

604

 

 

(14

)

(c)

Taxes other than income taxes

239

 

 

 

 

 

246

 

 

 

 

Total operating expenses

11,141

 

 

 

 

 

 

 

7,947

 

 

 

 

 

 

Gain on sales of assets and businesses

79

 

 

(69

)

(c)

 

12

 

 

(4

)

(b),(c)

Operating (loss) income

(1,350

)

 

 

 

 

 

 

678

 

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(148

)

 

(4

)

(b)

 

(197

)

 

12

 

(b)

Other, net

675

 

 

(186

)

(j),(l)

 

(168

)

 

310

 

(l)

Total other income and (deductions)

527

 

 

 

 

 

 

 

(365

)

 

 

 

 

 

(Loss) income before income taxes

(823

)

 

 

 

 

 

 

313

 

 

 

 

 

 

Income taxes

(70

)

 

150

 

(b),(c),(d),(e), (f),(g),(h),(i), (j),(k),(l)

 

(59

)

 

97

 

(b),(c),(d),(e), (f),(l)

Equity in losses of unconsolidated affiliates

(3

)

 

 

 

 

(4

)

 

 

 

Net (loss) income

(756

)

 

 

 

 

 

 

368

 

 

 

 

 

 

Net income (loss) attributable to noncontrolling interests

98

 

 

(32

)

(m)

 

(153

)

 

42

 

(m)

Net (loss) income attributable to membership interest

$

(854

)

 

 

 

 

 

 

$

521

 

 

 

 

 

 

__________

(a)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)

Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities, net of intercompany eliminations.

(c)

In 2021, adjustment to exclude costs associated with Generation’s decision in the third quarter of 2020 to early retire Byron and Dresden nuclear facilities in 2021 and Mystic Units 8 and 9 in 2024, partially offset by a gain on sale of Generation’s solar business. In 2020, adjustment to exclude accelerated depreciation and amortization expenses associated with the early retirement of certain fossil sites.

(d)

Adjustment to exclude reorganization costs related to cost management programs.

(e)

In 2021, adjustment to exclude an impairment in the New England asset group and an impairment recorded as a result of the agreement to sell the Albany Green Energy biomass facility. In 2020, adjustment to exclude the impairment of certain wind assets at Generation.

(f)

Adjustment to exclude direct costs related to COVID-19 consisting primarily of costs to acquire personal protective equipment, costs for cleaning supplies and services, and costs to hire healthcare professionals to monitor the health of employees.

(g)

Adjustment to exclude costs related to the acquisition of Electricite de France SA’s (EDF’s) interest in CENG.

(h)

Adjustment to exclude costs related to a multi-year Enterprise Resource Program (ERP) system implementation.

(i)

Adjustment to exclude costs related to the planned separation primarily comprised of system-related costs, third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation, and employee-related severance costs.

(j)

Adjustment to exclude the impact of suspension of contractual offset for the Byron units in the second quarter of 2021.

(k)

Adjustment to exclude changes in environmental liabilities.

(l)

Adjustment to exclude the impact of net unrealized gains and losses on Generation’s NDT fund investments for Non-Regulatory Agreement Units.

(m)

Adjustment to exclude elimination from Generation’s results of the noncontrolling interests related to certain exclusion items, primarily related to unrealized gains and losses on NDT fund investments for CENG units.

Other (a)

GAAP Consolidated Statements of Operations and

Adjusted (non-GAAP) Operating Earnings Reconciling Adjustments

(unaudited)

(in millions)

 

 

Three Months Ended

June 30, 2021

 

Three Months Ended

June 30, 2020

 

GAAP (b)

 

Non-GAAP

Adjustments

 

 

GAAP (b)

 

Non-GAAP

Adjustments

 

 

Operating revenues

$

(270

)

 

$

 

 

 

$

(288

)

 

$

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

(253

)

 

 

 

 

(267

)

 

 

 

Operating and maintenance

(8

)

 

(3

)

(c)

 

(35

)

 

 

 

Depreciation and amortization

18

 

 

 

 

 

19

 

 

 

 

Taxes other than income taxes

12

 

 

 

 

 

13

 

 

 

 

Total operating expenses

(231

)

 

 

 

 

 

 

(270

)

 

 

 

 

 

Gain on sales of assets and businesses

4

 

 

 

 

 

 

 

 

 

Operating loss

(35

)

 

 

 

 

 

 

(18

)

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(79

)

 

 

 

 

(107

)

 

24

 

(d),(e)

Other, net

22

 

 

3

 

(d)

 

18

 

 

 

 

Total other income and (deductions)

(57

)

 

 

 

 

 

 

(89

)

 

 

 

 

 

Loss before income taxes

(92

)

 

 

 

 

 

 

(107

)

 

 

 

 

 

Income taxes

(73

)

 

3

 

(c),(d),(e)

 

(40

)

 

10

 

(d),(e)

Equity in earnings of unconsolidated affiliates

 

 

 

 

 

1

 

 

 

 

Net loss

(19

)

 

 

 

 

 

 

(66

)

 

 

 

 

 

Net income attributable to noncontrolling interests

1

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to common shareholders

$

(20

)

 

 

 

 

 

 

$

(66

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended

June 30, 2021

 

Six Months Ended

June 30, 2020

 

GAAP (b)

 

Non-GAAP

Adjustments

 

 

GAAP (b)

 

Non-GAAP

Adjustments

 

 

Operating revenues

$

(581

)

 

$

 

 

 

$

(634

)

 

$

 

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Purchased power and fuel

(545

)

 

 

 

 

(598

)

 

 

 

Operating and maintenance

(35

)

 

(6

)

(c)

 

(73

)

 

3

 

(f)

Depreciation and amortization

35

 

 

 

 

 

42

 

 

 

 

Taxes other than income taxes

25

 

 

 

 

 

23

 

 

 

 

Total operating expenses

(520

)

 

 

 

 

 

 

(606

)

 

 

 

 

 

Gain on sales of assets

4

 

 

 

 

 

(1

)

 

 

 

Operating loss

(57

)

 

 

 

 

 

 

(29

)

 

 

 

 

 

Other income and (deductions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

(161

)

 

 

 

 

(179

)

 

27

 

(d),(e)

Other, net

45

 

 

2

 

(d)

 

35

 

 

 

 

Total other income and (deductions)

(116

)

 

 

 

 

 

 

(144

)

 

 

 

 

 

Loss before income taxes

(173

)

 

 

 

 

 

 

(173

)

 

 

 

 

 

Income taxes

44

 

 

5

 

(c),(d),(e)

 

(49

)

 

12

 

(d),(e),(f)

Net loss

(217

)

 

 

 

 

 

 

(124

)

 

 

 

 

 

Net income attributable to noncontrolling interests

1

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to common shareholders

$

(218

)

 

 

 

 

 

 

$

(124

)

 

 

 

 

 

__________

(a)

Other primarily includes eliminating and consolidating adjustments, Exelon’s corporate operations, shared service entities, and other financing and investment activities.

(b)

Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(c)

Adjustment to exclude costs related to the planned separation primarily comprised of system-related costs, third-party costs paid to advisors, consultants, lawyers, and other experts assisting in the planned separation, and employee-related severance costs.

(d)

Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities, net of intercompany eliminations.

(e)

Adjustment to exclude income tax-related adjustments.

(f)

Adjustment to exclude reorganization costs related to cost management programs.

 

Paul Adams

Corporate Communications

410-245-8717

[email protected]

Emily Duncan

Investor Relations

312-394-2345

KEYWORDS: United States North America Illinois Maryland Pennsylvania

INDUSTRY KEYWORDS: Oil/Gas Alternative Energy Energy Nuclear Other Energy

MEDIA:

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TherapeuticsMD Announces Second Quarter 2021 Financial Results

TherapeuticsMD Announces Second Quarter 2021 Financial Results

– 2Q21 total net product revenue increased by 17% over 1Q21 to $23 million –

– ANNOVERA® prescription growth supported by improved access to providers and increased telemedicine options for patients –

– Prescriptions for IMVEXXY® grew by 8% over 1Q21, outpacing the VVA market –

– Centers for Medicare and Medicaid Services recommended that ANNOVERA receive its own unique national J-Code that could be live as early as Q421 –

– vitaCare signed new customer and pipeline continues to grow –

– Conference call scheduled for 8:30 a.m. ET today –

BOCA RATON, Fla.–(BUSINESS WIRE)–
TherapeuticsMD, Inc. (“TXMD” or the “Company”) (NASDAQ: TXMD), an innovative, leading women’s healthcare company, today reported financial results for the second quarter ended June 30, 2021.

“We continue to make steady progress in line with our expectations related to ANNOVERA and IMVEXXY driving prescription growth, net margins and broader patient access. Importantly, we are seeing improved access to health care providers for our sales force and expansion of our relationships in the telemedicine channel and believe we are well positioned to grow our products across all channels. Our overall volumes and net revenues were very healthy, and vitaCare prescription services is building the foundation for growth in the future. vitaCare recently signed its third customer contract and has a strong pipeline of more than 30 potential customers. In addition, we continue to evaluate investment into vitaCare, including potentially selling a minority stake, which could provide a non-dilutive source of capital for TXMD shareholders,” said Robert G. Finizio, Chief Executive Officer of TherapeuticsMD.

Second Quarter 2021 Financial Results and Business Highlights

Net Product Revenue

Three Months Ended

June 30,

March 31,

2021

2020

2021

ANNOVERA

$

9,555

$

1,835

$

8,750

IMVEXXY

 

9,838

 

5,086

 

7,012

BIJUVA

 

2,156

 

1,352

 

2,445

Prescription vitamin

 

1,452

 

2,428

 

1,425

Product revenue, net

 

23,001

 

10,701

 

19,632

License revenue

 

 

 

234

Total revenue, net

$

23,001

$

10,701

$

19,866

ANNOVERA (segesterone acetate and ethinyl estradiol vaginal system)

  • ANNOVERA net product revenue of $9.6 million for the second quarter of 2021 increased by $7.7 million compared to $1.8 million for the second quarter of 2020 and $0.8 million compared to $8.8 million for the first quarter of 2021.
  • Net revenue per unit, calculated from sales to wholesalers and pharmacies, was $1,157 for the second quarter of 2021.
  • Approximately 7,299 ANNOVERA prescriptions were dispensed to patients during the second quarter of 2021. Prescriptions increased 202% compared to the second quarter of 2020 and 17% compared to the first quarter of 2021. Refill rates remained strong at approximately 50% for eligible patients.

IMVEXXY (estradiol vaginal inserts)

  • IMVEXXY net product revenue of $9.8 million for the second quarter of 2021 increased by $4.8 million compared to $5.1 million for the second quarter of 2020 and $2.8 million compared to $7.0 million for the first quarter of 2021.
  • Net revenue per unit, calculated from sales to wholesalers and pharmacies, was $64 for the second quarter of 2021, reflecting a 56% improvement in net price compared to the second quarter of 2020. This is the fourth consecutive quarter that IMVEXXY has achieved a record net revenue per unit.
  • Approximately 117,000 IMVEXXY prescriptions were dispensed to patients during the second quarter of 2021. Total prescriptions increased by 8% from the first quarter of 2021. IMVEXXY fill rates remained above category averages at approximately 4.4 fills per year with over 20% of patients filling a 90-day supply.
  • New telemedicine relationship with UpScript is designed to provide increased patient access to IMVEXXY with the potential to improve conversion to prescription in the online channel.
  • The recently launched direct-to-consumer campaign for IMVEXXY, Long May She Reign, has had a positive impact on both interest and engagement.

BIJUVA (estradiol and progesterone)

  • BIJUVA net product revenue of $2.2 million for the second quarter of 2021 increased by $0.8 million compared to $1.4 million for the second quarter of 2020 but decreased by $0.3 million compared to $2.4 million for the first quarter of 2021.
  • Net revenue per unit, calculated from sales to wholesalers and pharmacies, was approximately $68 for the second quarter of 2021.
  • Approximately 31,900 BIJUVA prescriptions were dispensed to patients in the second quarter of 2021. Total prescriptions increased by 3.5% from the first quarter of 2021.
  • BIJUVA received approval in seven European countries.
  • BIJUVA 0.5/100 received a PDUFA date of March 21, 2022.

Cost of Goods Sold and Gross Margin

  • Cost of goods was $4.1 million with gross margin of 82% for the second quarter of 2021 compared to $4.4 million with gross margin of 59% for the second quarter of 2020 and $4.7 million with gross margin of 76% for the first quarter of 2021. The improvement in the Company’s gross margin for the second quarter of 2021 from the second quarter of 2020 and first quarter of 2021 was mainly attributable to an inventory obsolescence charge in the second quarter of 2020 and the first quarter of 2021.

Operating Expense, Net Loss and Related Information

  • Total operating expense of $54.0 million for the second quarter of 2021 increased by $2.7 million compared to $51.3 million for the second quarter of 2020 and $9.6 million compared to $44.5 million for the first quarter of 2021.
  • Net loss for the second quarter of 2021 was $42.7 million, or $0.11 per basic and diluted share, compared to net loss for the second quarter of 2020 of $52.0 million, or $0.19 per basic and diluted share, and net loss for the first quarter of 2021 of $39.4 million, or $0.11 per basic and diluted share.

Balance Sheet

  • As of June 30, 2021, the Company’s cash on hand totaled $111.4 million, compared with $80.5 million as of December 31, 2020.
  • For the first six months of 2021, the Company received $151.1 million in net proceeds from its at-the-market and underwritten equity offerings. Subsequent to quarter-end, in July 2021, the Company received an additional $31.8 million in net proceeds from its at-the-market offering.
  • As of June 30, 2021, the remaining outstanding principal amount under the Company’s Financing Agreement was $200.0 million, which reflects a repayment of $50.0 million of principal during the first six months of 2021.

Conference Call and Webcast Details

TherapeuticsMD will host a conference call and live audio webcast today at 8:30 a.m. ET to discuss these financial results and provide a business update.

Date:

Wednesday, August 4, 2021

Time:

8:30 a.m. ET

Telephone Access (US):

866-665-9531

Telephone Access (International):

724-987-6977

Access Code for All Callers:

7736027

A live webcast and audio archive for the event may be accessed on the home page or from the “Investors & Media” section of the TherapeuticsMD website at www.therapeuticsmd.com. Please connect to the website prior to the start of the presentation to ensure adequate time for any software downloads that may be necessary to listen to the webcast. A replay of the webcast will be archived on the website for at least 30 days. In addition, a digital recording of the conference call will be available for replay beginning two hours after the call’s completion and for at least 30 days with the dial-in 855-859-2056 or international 404-537-3406 and Conference ID: 7736027.

Please see the Full Prescribing Information, including indication and Boxed WARNING, for each TherapeuticsMD product as follows:

Forward-Looking Statements

This press release by TherapeuticsMD, Inc. may contain forward-looking statements. Forward-looking statements may include, but are not limited to, statements relating to TherapeuticsMD’s objectives, plans and strategies as well as statements, other than historical facts, that address activities, events or developments that the company intends, expects, projects, believes or anticipates will or may occur in the future. These statements are often characterized by terminology such as “believes,” “hopes,” “may,” “anticipates,” “should,” “intends,” “plans,” “will,” “expects,” “estimates,” “projects,” “positioned,” “strategy” and similar expressions and are based on assumptions and assessments made in light of management’s experience and perception of historical trends, current conditions, expected future developments and other factors believed to be appropriate. Forward-looking statements in this press release are made as of the date of this press release, and the company undertakes no duty to update or revise any such statements, whether as a result of new information, future events or otherwise. Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, many of which are outside of the company’s control. Important factors that could cause actual results, developments and business decisions to differ materially from forward-looking statements are described in the sections titled “Risk Factors” in the company’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, as well as reports on Form 8-K, and include the following: the effects of the COVID-19 pandemic; the company’s ability to maintain or increase sales of its products; the company’s ability to develop and commercialize IMVEXXY®, ANNOVERA®, and BIJUVA® and obtain additional financing necessary therefor; whether the company will be able to comply with the covenants and conditions under its term loan facility; whether the company will be able to successfully divest, or obtain an investment in, its vitaCare business and how the proceeds that may be generated by any such divestiture or investment will be utilized; the potential of adverse side effects or other safety risks that could adversely affect the commercialization of the company’s current or future approved products or preclude the approval of the company’s future drug candidates; whether the FDA will approve the lower dose of BIJUVA; the company’s ability to protect its intellectual property, including with respect to the Paragraph IV notice letters the company received regarding IMVEXXY and BIJUVA; the length, cost and uncertain results of future clinical trials; the company’s reliance on third parties to conduct its manufacturing, research and development and clinical trials; the ability of the company’s licensees to commercialize and distribute the company’s products; the ability of the company’s marketing contractors to market ANNOVERA; the availability of reimbursement from government authorities and health insurance companies for the company’s products; the impact of product liability lawsuits; the influence of extensive and costly government regulation; the volatility of the trading price of the company’s common stock and the concentration of power in its stock ownership.

– Financial Statements to Follow –

 
TherapeuticsMD, Inc. and Subsidiaries
Consolidated Balance Sheets
(In thousands, except per share data)
 
 

June 30, 2021

December 31, 2020

(Unaudited)

 

Assets:
Current assets:
Cash

$

111,424

 

$

80,486

 

Accounts receivable, net of allowance for credit losses of $1,273 and $1,118 as of June 30, 2021 and December 31, 2020, respectively

 

33,481

 

 

32,382

 

Inventory

 

7,574

 

 

7,993

 

Prepaid and other current assets

 

7,178

 

 

7,543

 

Total current assets

 

159,657

 

 

128,404

 

Fixed assets, net

 

1,647

 

 

1,942

 

License rights and other intangible assets, net

 

40,206

 

 

41,445

 

Right of use assets

 

8,838

 

 

9,566

 

Other non-current assets

 

253

 

 

253

 

Total assets

$

210,601

 

$

181,610

 

Liabilities and stockholders’ equity (deficit):
Current liabilities:
Current maturities of long-term debt

$

10,000

 

$

 

Accounts payable

 

14,565

 

 

21,068

 

Accrued expenses and other current liabilities

 

51,110

 

 

38,170

 

Total current liabilities

 

75,675

 

 

59,238

 

Long-term debt, net

 

175,261

 

 

237,698

 

Operating lease liabilities

 

8,381

 

 

8,675

 

Other non-current liabilities

 

358

 

 

 

Total liabilities

 

259,675

 

 

305,611

 

Commitments and contingencies
Stockholders’ equity (deficit):
Preferred stock, par value $0.001; 10,000 shares authorized, none issued

 

 

 

 

Common stock, par value $0.001; 600,000 shares authorized, 395,048 and 299,765 issued and outstanding as of June 30, 2021 and December 31, 2020, respectively

 

395

 

 

300

 

Additional paid-in capital

 

911,511

 

 

754,644

 

Accumulated deficit

 

(960,980

)

 

(878,945

)

Total stockholders’ deficit

 

(49,074

)

 

(124,001

)

Total liabilities and stockholders’ equity (deficit)

$

210,601

 

$

181,610

 

TherapeuticsMD, Inc. and Subsidiaries
Consolidated Statements of Operations
(Unaudited – in thousands, except per share data)
 

Three Months Ended

Six Months Ended

June 30,

March 31,

June 30,

2021

2020

2021

2021

2020

Product revenue, net

$

23,001

 

$

10,701

 

$

19,632

 

$

42,633

 

$

22,952

 

License revenue

 

 

 

 

 

234

 

 

234

 

 

 

Total revenue, net

 

23,001

 

 

10,701

 

 

19,866

 

 

42,867

 

 

22,952

 

Cost of goods sold

 

4,132

 

 

4,400

 

 

4,687

 

 

8,819

 

 

7,115

 

Gross profit

 

18,869

 

 

6,301

 

 

15,179

 

 

34,048

 

 

15,837

 

Operating expenses:

 

 

Selling and marketing

 

32,164

 

 

29,887

 

 

24,024

 

 

56,188

 

 

68,683

 

General and administrative

 

19,873

 

 

18,710

 

 

18,383

 

 

38,256

 

 

37,103

 

Research and development

 

2,011

 

 

2,742

 

 

2,050

 

 

4,061

 

 

6,011

 

Total operating expenses

 

54,048

 

 

51,339

 

 

44,457

 

 

98,505

 

 

111,797

 

Loss from operations

 

(35,179

)

 

(45,038

)

 

(29,278

)

 

(64,457

)

 

(95,960

)

Other (expense) income:
Interest expense and other financing costs

 

(7,596

)

 

(7,027

)

 

(10,227

)

 

(17,823

)

 

(13,289

)

Other income, net

 

123

 

 

89

 

 

122

 

 

245

 

 

424

 

Total other (expense), net

 

(7,473

)

 

(6,938

)

 

(10,105

)

 

(17,578

)

 

(12,865

)

Loss before income taxes

 

(42,652

)

 

(51,976

)

 

(39,383

)

 

(82,035

)

 

(108,825

)

Provision for income taxes

 

 

 

 

 

 

 

 

 

 

Net loss

$

(42,652

)

$

(51,976

)

$

(39,383

)

$

(82,035

)

$

(108,825

)

Loss per common share, basic and diluted

$

(0.11

)

$

(0.19

)

$

(0.11

)

$

(0.22

)

$

(0.40

)

Weighted average common shares, basic and diluted

 

394,074

 

 

271,876

 

 

347,219

 

 

370,776

 

 

271,668

 

TherapeuticsMD, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(Unaudited – in thousands)
 
 

Six Months Ended June 30,

2021

2020

Cash flows from operating activities:
Net loss

$

(82,035

)

$

(108,825

)

Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization

 

2,061

 

 

2,019

 

Charges (credits) to provision for doubtful accounts

 

445

 

 

(182

)

Inventory charge

 

502

 

 

5,965

 

Debt financing fees

 

2,681

 

 

692

 

Non-cash operating lease expense, including impairment of $81 for the six months ended June 30, 2020

 

434

 

 

770

 

Share-based compensation

 

5,467

 

 

5,369

 

Changes in operating assets and liabilities:
Accounts receivable

 

(1,544

)

 

6,287

 

Inventory

 

(83

)

 

(4,277

)

Prepaid and other current assets

 

365

 

 

4,448

 

Accounts payable

 

(6,503

)

 

(1,911

)

Accrued expenses and other current liabilities

 

12,940

 

 

(5,420

)

Other non-current liabilities

 

358

 

 

 

Total adjustments

 

17,123

 

 

13,760

 

Net cash used in operating activities

 

(64,912

)

 

(95,065

)

Cash flows from investing activities:
Payment of patent related costs

 

(423

)

 

(816

)

Purchase of fixed assets

 

(104

)

 

(26

)

Net cash used in investing activities

 

(527

)

 

(842

)

Cash flows from financing activities:
Proceeds from sale of common stock, net of costs

 

151,062

 

 

 

Proceeds from exercise of options and warrants

 

299

 

 

166

 

Proceeds from sale of common stock related to employee stock purchase plan

 

134

 

 

 

Repayments of debt

 

(50,000

)

 

 

Borrowings of debt

 

 

 

50,000

 

Payment of debt financing fees

 

(5,118

)

 

(1,250

)

Net cash provided by financing activities

 

96,377

 

 

48,916

 

Net increase in cash

 

30,938

 

 

(46,991

)

Cash, beginning of period

 

80,486

 

 

160,830

 

Cash, end of period

$

111,424

 

$

113,839

 

 
Supplemental disclosure of cash flow information:
Interest paid

$

14,284

 

$

12,032

 

 

Edward J. Borkowski

Executive Vice President

561-961-1900

Lisa M. Wilson

In-Site Communications, Inc.

212-452-2793

[email protected]

KEYWORDS: United States North America Florida

INDUSTRY KEYWORDS: Other Consumer Women Baby/Maternity Family Other Health Health Consumer Pharmaceutical General Health

MEDIA:

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The ODP Corporation Announces Second Quarter 2021 Results

The ODP Corporation Announces Second Quarter 2021 Results

Improving Business Environment and Low Cost Model Helped Drive 6% Increase YOY in Revenue and Strong Overall Results

Continued Progress on Previously Announced Spin Transaction

Modified Plan for Separation to Include Spin-off of Consumer Business as Opposed to Previously Announced Spin-off of B2B Businesses

Positioned to Capture Demand During Upcoming Back-to-School Season

Repurchased Shares Under Previously Announced Stock Repurchase Authorization

BOCA RATON, Fla.–(BUSINESS WIRE)–
The ODP Corporation (“ODP,” or the “Company”) (NASDAQ: ODP), a leading provider of business services, products and digital workplace technology solutions through an integrated B2B distribution platform, today announced results for the second quarter ended June 26, 2021.

Consolidated (in millions, except per share amounts)

2Q21

2Q20

YTD21

YTD20

Sales

$2,286

$2,158

$4,652

$4,883

Sales change from prior year period

6%

 

(5)%

 

Operating loss

$(78)

$(456)

$(22)

$(376)

Adjusted operating income (1)

$44

$10

$135

$119

Net loss

$(88)

$(439)

$(35)

$(394)

Diluted loss per share

$(1.62)

$(8.19)

$(0.65)

$(7.31)

Adjusted net income (loss) (1)

$28

$(4)

$96

$62

Adjusted earnings (loss) per share (most dilutive) (1)

$0.51

$(0.07)

$1.71

$1.15

Adjusted EBITDA (1)

$93

$59

$231

$216

Operating Cash Flow

$(11)

$(8)

$75

$180

Free Cash Flow (2)

$(27)

$(23)

$46

$140

Adjusted Free Cash Flow (3)

$(13)

$(7)

$66

$166

Second Quarter 2021 Summary(1)(3)

  • Total reported sales of $2.3 billion, up 6% versus last year
  • GAAP operating loss includes charges of $122 million, including $114 million of non-cash asset impairment charges related to goodwill and intangibles at CompuCom, largely related to the continued effects of the COVID-19 pandemic on current business conditions, which led to a GAAP operating loss of $78 million and a net loss of $88 million, or $(1.62) per share, compared to an operating loss of $456 million and a net loss of $439 million, or $(8.19) per share, in the prior year.
  • Adjusted operating income of $44 million, up from $10 million in the second quarter of 2020; and adjusted EBITDA of $93 million, up from $59 million in the second quarter of 2020
  • Adjusted net income of $28 million, or adjusted diluted earnings per share of $0.51, versus adjusted net loss of $4 million or $(0.07), respectively in the prior year
  • Operating cash flow of $(11) million and adjusted free cash flow of $(13) million, versus $(8) million and $(7) million, respectively in the prior year
  • $1.7 billion of total available liquidity including $691 million in cash and cash equivalents

“Our success in delivering improved results this quarter reflects the meaningful progress we’ve made on all of our initiatives to unlock shareholder value,” said Gerry Smith, chief executive officer of The ODP Corporation. “Simultaneously, demand for our core products and services grew in the quarter as customers and more businesses and schools returned to work and to in-class learning.”

“These factors helped drive continued strong results in our Retail Division, which serves as the `home office and school supply headquarters’ choicefor customers, and improving performance in our Business Solutions Division (BSD). Combined with our low cost model approach, we delivered a 6% increase in revenue and more than tripled our adjusted operating income compared to last year, putting us in a position of strength as we enter the second half of 2021.”

“We also continued to advance our digital platform business, adding key new team members and making progress on our technology platform development. We have attracted industry-leading talent and are building out the capabilities of our new platform, placing us in an excellent position to drive future value in the large and growing business commerce market.”

“Finally, we’re also moving forward with our plans to separate ODP into two, highly-focused, pure-play companies. The improving market dynamics continue to reflect the growth opportunities for both businesses, and we remain excited about their future prospects. We have modified our plan for the separation, and we remain on-track with our initiatives to complete this transformation in the first half of 2022.”

“This is an exciting time for all of our stakeholders as we strengthen our foundation to create greater value in the future. Our entire team is confident, energized, and committed to capturing the numerous opportunities ahead,” he added.

Consolidated Results

Reported (GAAP) Results

Total reported sales for the second quarter of 2021 were $2.3 billion, an increase of 6% compared to the second quarter of 2020. The year-over-year increase in revenue was partially driven by stronger business activity as the public sector returned to work and schools began to return to in-class learning. Product sales in the second quarter were up 6% relative to the prior year period, driven by stronger demand for core supply product categories, workspaces and technology. Service revenue in the first quarter was up 8%, largely related to stronger demand for managed print and fulfillment, as well as copy and print services in both BSD and Retail Divisions.

Sales Breakdown (in millions)

2Q21

2Q20

YTD21

YTD20

Product sales

$1,961

$1,857

$4,012

$4,194

Product sales change from prior year

6%

 

(4)%

 

Service revenues

$325

$301

$640

$689

Service revenues change from prior year

8%

 

(7)%

 

Total sales

$2,286

$2,158

$4,652

$4,883

The Company reported operating loss of $78 million in the second quarter of 2021, compared to operating loss of $456 million in the prior year period. GAAP operating results in the second quarter included $122 million of charges including $115 million of non-cash asset impairment charges, and $7 million in net merger, restructuring and other operating costs. Asset impairment charges of $115 million in the second quarter of 2021 included $114 million related to impairment of goodwill and other intangible assets at CompuCom, largely related to the macroeconomic effects of COVID-19 on current business conditions. Net merger, restructuring and other operating costs of $7 million were primarily associated with the planned separation of B2B operations. Net loss was $88 million, or $(1.62) per diluted share in the second quarter of 2021, compared to net loss of $439 million, or $(8.19) per diluted share in the second quarter of 2020.

Adjusted (non-GAAP) Results(1)(2)

Adjusted results for the second quarter of 2021 exclude charges and credits totaling $122 million as described above and the tax impacts associated with the above items.

  • Second quarter of 2021 adjusted EBITDA was $93 million compared to $59 million in the prior year period. This included adjusted depreciation and amortization(4) of $43 million and $47 million in the second quarters of 2021 and 2020, respectively

  • Second quarter 2021 adjusted operating income was $44 million compared to $10 million in the second quarter of 2020

  • Second quarter 2021 adjusted net income was $28 million, or $0.51 per diluted share, compared to adjusted net loss of $4 million, or $(0.07) per diluted share, in the second quarter of 2020

Second Quarter Division Results

Business Solutions Division (BSD)

  • Reported sales were $1.1 billion in the second quarter of 2021, up 12% compared to the same period last year. Stronger demand from B2B customers, including those in the public and education sector, positively impacted sales results as these customers continue to recover from conditions related to the pandemic
  • Revenue performance was driven by an increase in sales through the Company’s B2B contract channel, partially offset by lower sales in its eCommerce channel
  • BSD generated stronger year-over-year demand for core supply products and services; adjacency categories remained at 44% of BSD sales, flat to the first quarter of 2021
  • Operating income was $31 million in the second quarter of 2021 compared to $13 million in the prior year period

Retail Division

  • Reported sales were $914 million in the second quarter of 2021, flat with the prior year period despite 169 fewer retail outlets at the end of the second quarter, as compared to the prior year, due to planned closures of underperforming stores. The Company closed 55 stores in the quarter and had 1,091 stores at quarter end
  • Retail drove strong year-over-year demand in core supply categories, workspaces and technology products. Increased store traffic, sales per shopper, and conversion rates all contributed to strong sales in the quarter
  • Operating income was $44 million in the second quarter of 2021, up 144% over the same period last year, representing a 290 basis point margin improvement

CompuCom Division

  • Reported sales were $222 million in the second quarter of 2021, up 4% compared to the prior year period. Stronger product sales contributed to the year-over-year revenue performance
  • CompuCom reported $3 million operating income in the second quarter of 2021, compared to $4 million operating income in the prior year period

Digital Transformation Progress

As a primary component of its strategy to drive growth in higher value industry segments, the Company continued to make progress on its digital transformation initiatives during the quarter. These accomplishments included adding key personnel, continuing to integrate and bring the capabilities of its leading P2P software platform, BuyerQuest, to customers, and making progress on its technology development with collaboration partners. The Company is also advancing its collaboration with Microsoft and remains on-track to bring BuyerQuest’s value proposition to Microsoft’s Business Central customers in the future.

Update on Spin-Off Progress and Modified Plan for Separation

The Company continues to execute upon its plans to separate ODP into two, independent, publicly-traded companies, and made solid progress in all areas of the separation including operating mechanics, supply chain dynamics, IT support, and on the anticipated market-based commercial agreements between the companies.

Recognizing the flexibility provided by the Company’s reorganization into a holding company structure in 2020, the Company has modified its plan for the separation to be structured as a tax-free spin-off of the Company’s consumer business, with the Company retaining its B2B related operations, as further described below. The Company believes that this modified approach will be more efficient considering that it is expected that the majority of the Company’s current management team and Directors will remain with the B2B business, which will continue to operate under the name “The ODP Corporation.” Each company is expected to have a unique and highly focused strategy and investment profile, as follows:

  • ODP – a leading B2B solutions provider serving small, medium and enterprise level companies, mainly consisting of the contract sales channel of the Business Solutions Division, which includes operations in Canada and the independent regional office supply distribution businesses within the U.S. that the Company has been acquiring since 2017. ODP will also own the newly formed B2B digital platform technology business, including BuyerQuest, as well as the Company’s global sourcing office, and its other sourcing, supply chain and logistics assets; and
  • Office Depot (“NewCo”) – an Office Depot branded leading provider of retail consumer and small business products and services distributed via approximately 1,100 Office Depot and OfficeMax retail locations and an eCommerce presence, officedepot.com.

The separation is expected to allow ODP and Office Depot to pursue unique market opportunities and growth strategies, improving the value for shareholders and stakeholders. While ODP and Office Depot will be separate, independent companies, it is anticipated that they will share commercial agreements to allow them to continue to leverage scale benefits in such areas as product sourcing and supply chain. The expected timing remains the same as previously announced, with completion by the first half of 2022.

Balance Sheet and Cash Flow

As of June 26, 2021, ODP had total available liquidity of approximately $1.7 billion, consisting of $691 million in cash and cash equivalents and $997 million of available credit under the Third Amended Credit Agreement. Total debt was $359 million.

For the second quarter of 2021, cash used in operating activities was $11 million, which included $14 million in restructuring costs, compared to cash used in operating activities of $8 million in the second quarter of the prior year, which included $4 million in acquisition and integration-related costs and $16 million in restructuring costs.

Capital expenditures in the quarter were $16 million versus $15 million in the prior year period, reflecting continuing growth investments in the Company’s digital transformation, distribution network, and eCommerce capabilities. The cash charges associated with the Company’s Maximize B2B Restructuring Plan and its Business Acceleration Program in the quarter were $11 million and $3 million, respectively. Accordingly, Adjusted Free Cash Flow was $(13) million in the second quarter of 2021(3).

As part of the ongoing commitment and support of its strategic initiatives, the Company repurchased $46 million in stock of the Company, retiring over 1 million shares of its stock during the quarter, and through July 2021, repurchased 1.5 million shares for an average cost of $45.38 per share.

(1)

As presented throughout this release, adjusted results represent non-GAAP financial measures and exclude charges or credits not indicative of core operations and the tax effect of these items, which may include but not be limited to merger integration, restructuring, acquisition costs, and asset impairments. Reconciliations from GAAP to non-GAAP financial measures can be found in this release as well as on the Company’s Investor Relations website at investor.theodpcorp.com.

(2)

As used in this release, Free Cash Flow is defined as cash flows from operating activities less capital expenditures. Free Cash Flow is a non-GAAP financial measure and reconciliations from GAAP financial measures can be found in this release as well as on the Company’s Investor Relations website at investor.theodpcorp.com.

(3)

As used in this release, Adjusted Free Cash Flow is defined as Free Cash Flow excluding cash charges associated with the Company’s Maximize B2B Restructuring Plan and its Business Acceleration Program. Adjusted Free Cash Flow is a non-GAAP financial measure and reconciliations from GAAP financial measures can be found in this release as well as on the Company’s Investor Relations website at investor.theodpcorp.com.

(4)

Adjusted depreciation and amortization each represents a non-GAAP financial measure and excludes accelerated depreciation caused by updating the salvage value and shortening the useful life of depreciable fixed assets to coincide with planned store closures under an approved restructuring plan, but only if impairment is not present. Accelerated depreciation charges are restructuring expenses. Reconciliations from GAAP to non-GAAP financial measures can be found in this release as well as on the Company’s Investor Relations website at investor.theodpcorp.com.

About The ODP Corporation

The ODP Corporation (NASDAQ:ODP) is a leading provider of business services and supplies, products and digital workplace technology solutions to small, medium and enterprise businesses, through an integrated business-to-business (B2B) distribution platform, which includes world-class supply chain and distribution operations, dedicated sales professionals and technicians, online presence, and approximately 1,100 stores. Through its banner brands Office Depot®, OfficeMax®, CompuCom® and Grand&Toy®, as well as others, the Company offers its customers the tools and resources they need to focus on their passion of starting, growing and running their business. For more information, visit news.theodpcorp.com and investor.theodpcorp.com.

The ODP Corporation and Office Depot are trademarks of The Office Club, Inc. OfficeMax is a trademark of OMX, Inc. CompuCom is a trademark of CompuCom Systems, Inc. Grand&Toy is a trademark of Grand & Toy, LLC in Canada. ©2021 Office Depot, LLC. All rights reserved. Any other product or company names mentioned herein are the trademarks of their respective owners.

FORWARD LOOKING STATEMENTS

This communication may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements or disclosures may discuss goals, intentions and expectations as to future trends, plans, events, results of operations, cash flow or financial condition, the potential impacts on our business due to the unknown severity and duration of the COVID-19 pandemic, or state other information relating to, among other things, the Company, based on current beliefs and assumptions made by, and information currently available to, management. Forward-looking statements generally will be accompanied by words such as “anticipate,” “believe,” “plan,” “could,” “estimate,” “expect,” “forecast,” “guidance,” “outlook,” “intend,” “may,” “possible,” “potential,” “predict,” “project,” “propose” or other similar words, phrases or expressions, or other variations of such words. These forward-looking statements are subject to various risks and uncertainties, many of which are outside of the Company’s control. There can be no assurances that the Company will realize these expectations or that these beliefs will prove correct, and therefore investors and stakeholders should not place undue reliance on such statements.

Factors that could cause actual results to differ materially from those in the forward-looking statements include, among other things, highly competitive office products market and failure to differentiate the Company from other office supply resellers or respond to decline in general office supplies sales or to shifting consumer demands; competitive pressures on the Company’s sales and pricing; the adverse effects of an unsolicited tender offer on our business, operating results or financial condition; the risk that the Company is unable to transform the business into a service-driven, B2B platform that such a strategy will not result in the benefits anticipated; the risk that the Company will not be able to achieve its strategic plans, including the proposed separation of its consumer business and the planned sale of CompuCom, and the high costs in connection with these transactions may not be recouped if these transactions are not consummated; the risk that the Company may not be able to realize the anticipated benefits of acquisitions due to unforeseen liabilities, future capital expenditures, expenses, indebtedness and the unanticipated loss of key customers or the inability to achieve expected revenues, synergies, cost savings or financial performance; the risk that the Company is unable to successfully maintain a relevant omni-channel experience for its customers; the risk that the Company is unable to execute the Maximize B2B Restructuring Plan successfully or that such plan will not result in the benefits anticipated; failure to effectively manage the Company’s real estate portfolio; loss of business with government entities, purchasing consortiums, and sole- or limited- source distribution arrangements; failure to attract and retain qualified personnel, including employees in stores, service centers, distribution centers, field and corporate offices and executive management, and the inability to keep supply of skills and resources in balance with customer demand; failure to execute effective advertising efforts and maintain the Company’s reputation and brand at a high level; disruptions in computer systems, including delivery of technology services; breach of information technology systems affecting reputation, business partner and customer relationships and operations and resulting in high costs and lost revenue; unanticipated downturns in business relationships with customers or terms with the suppliers, third-party vendors and business partners; disruption of global sourcing activities, evolving foreign trade policy (including tariffs imposed on certain foreign made goods); exclusive Office Depot branded products are subject to additional product, supply chain and legal risks; product safety and quality concerns of manufacturers’ branded products and services and Office Depot private branded products; covenants in the credit facility; general disruption in the credit markets; incurrence of significant impairment charges; retained responsibility for liabilities of acquired companies; fluctuation in quarterly operating results due to seasonality of the Company’s business; changes in tax laws in jurisdictions where the Company operates; increases in wage and benefit costs and changes in labor regulations; changes in the regulatory environment, legal compliance risks and violations of the U.S. Foreign Corrupt Practices Act and other worldwide anti-bribery laws; volatility in the Company’s common stock price; changes in or the elimination of the payment of cash dividends on Company common stock; macroeconomic conditions such as future declines in business or consumer spending; increases in fuel and other commodity prices and the cost of material, energy and other production costs, or unexpected costs that cannot be recouped in product pricing; unexpected claims, charges, litigation, dispute resolutions or settlement expenses; catastrophic events, including the impact of weather events on the Company’s business; the discouragement of lawsuits by shareholders against the Company and its directors and officers as a result of the exclusive forum selection of the Court of Chancery, the federal district court for the District of Delaware or other Delaware state courts by the Company as the sole and exclusive forum for such lawsuits; and the impact of the COVID-19 pandemic on the Company’s business, including on the demand for its and our customers’ products and services, on trade and transport restrictions and generally on our ability to effectively manage the impacts of the COVID-19 pandemic on our business operations. The foregoing list of factors is not exhaustive. Investors and shareholders should carefully consider the foregoing factors and the other risks and uncertainties described in the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K filed with the U.S. Securities and Exchange Commission. The Company does not assume any obligation to update or revise any forward-looking statements.

 

THE ODP CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except per share amounts)

(Unaudited)

 

 

 

13 Weeks Ended

 

 

26 Weeks Ended

 

 

 

June 26,

 

 

June 27,

 

 

June 26,

 

 

June 27,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Sales:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Products

 

$

1,961

 

 

$

1,857

 

 

$

4,012

 

 

$

4,194

 

Services

 

 

325

 

 

 

301

 

 

 

640

 

 

 

689

 

Total sales

 

 

2,286

 

 

 

2,158

 

 

 

4,652

 

 

 

4,883

 

Cost of goods sold and occupancy costs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Products

 

 

1,590

 

 

 

1,531

 

 

 

3,199

 

 

 

3,358

 

Services

 

 

224

 

 

 

211

 

 

 

447

 

 

 

479

 

Total cost of goods sold and occupancy costs

 

 

1,814

 

 

 

1,742

 

 

 

3,646

 

 

 

3,837

 

Gross profit

 

 

472

 

 

 

416

 

 

 

1,006

 

 

 

1,046

 

Selling, general and administrative expenses

 

 

428

 

 

 

406

 

 

 

880

 

 

 

928

 

Asset impairments

 

 

115

 

 

 

401

 

 

 

127

 

 

 

413

 

Merger, restructuring and other operating expenses, net

 

 

7

 

 

 

65

 

 

 

21

 

 

 

81

 

Operating loss

 

 

(78

)

 

 

(456

)

 

 

(22

)

 

 

(376

)

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

 

 

 

 

 

 

 

 

 

3

 

Interest expense

 

 

(6

)

 

 

(11

)

 

 

(14

)

 

 

(29

)

Loss on extinguishment and modification of debt

 

 

 

 

 

(12

)

 

 

 

 

 

(12

)

Other income, net

 

 

5

 

 

 

4

 

 

 

16

 

 

 

5

 

Loss before income taxes

 

 

(79

)

 

 

(475

)

 

 

(20

)

 

 

(409

)

Income tax expense (benefit)

 

 

9

 

 

 

(36

)

 

 

15

 

 

 

(15

)

Net loss

 

$

(88

)

 

$

(439

)

 

$

(35

)

 

$

(394

)

Loss per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(1.62

)

 

$

(8.34

)

 

$

(0.65

)

 

$

(7.46

)

Diluted

 

$

(1.62

)

 

$

(8.19

)

 

$

(0.65

)

 

$

(7.31

)

 

THE ODP CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(In millions, except shares and par value)

 

 

 

June 26,

 

 

December 26,

 

 

 

2021

 

 

2020

 

 

 

(Unaudited)

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

691

 

 

$

729

 

Receivables, net

 

 

681

 

 

 

631

 

Inventories

 

 

957

 

 

 

930

 

Prepaid expenses and other current assets

 

 

82

 

 

 

65

 

Total current assets

 

 

2,411

 

 

 

2,355

 

Property and equipment, net

 

 

533

 

 

 

576

 

Operating lease right-of-use assets

 

 

1,053

 

 

 

1,170

 

Goodwill

 

 

575

 

 

 

609

 

Other intangible assets, net

 

 

341

 

 

 

357

 

Deferred income taxes

 

 

151

 

 

 

162

 

Other assets

 

 

314

 

 

 

329

 

Total assets

 

$

5,378

 

 

$

5,558

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Trade accounts payable

 

$

979

 

 

$

919

 

Accrued expenses and other current liabilities

 

 

1,089

 

 

 

1,138

 

Income taxes payable

 

 

10

 

 

 

12

 

Short-term borrowings and current maturities of long-term debt

 

 

22

 

 

 

24

 

Total current liabilities

 

 

2,100

 

 

 

2,093

 

Deferred income taxes and other long-term liabilities

 

 

193

 

 

 

197

 

Pension and postretirement obligations, net

 

 

38

 

 

 

43

 

Long-term debt, net of current maturities

 

 

337

 

 

 

354

 

Operating lease liabilities

 

 

869

 

 

 

991

 

Total liabilities

 

 

3,537

 

 

 

3,678

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

Common stock — authorized 80,000,000 shares of $0.01 par value; issued shares — 64,623,396 at June 26, 2021 and 62,551,255 at December 26, 2020; outstanding shares — 53,747,179 at June 26, 2021 and 52,694,062 at December 26, 2020

 

 

1

 

 

 

1

 

Additional paid-in capital

 

 

2,707

 

 

 

2,675

 

Accumulated other comprehensive loss

 

 

(22

)

 

 

(32

)

Accumulated deficit

 

 

(444

)

 

 

(409

)

Treasury stock, at cost — 10,876,217 shares at June 26, 2021 and 9,857,193 shares at December 26, 2020

 

 

(401

)

 

 

(355

)

Total stockholders’ equity

 

 

1,841

 

 

 

1,880

 

Total liabilities and stockholders’ equity

 

$

5,378

 

 

$

5,558

 

 

THE ODP CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

(Unaudited)

 

 

 

26 Weeks Ended

 

 

 

June 26,

 

 

June 27,

 

 

 

2021

 

 

2020

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net loss

 

$

(35

)

 

$

(394

)

Adjustments to reconcile net loss to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

89

 

 

 

97

 

Charges for losses on receivables and inventories

 

 

10

 

 

 

16

 

Asset impairments

 

 

127

 

 

 

413

 

(Gain) loss on disposition of assets, net

 

 

(3

)

 

 

5

 

Loss on extinguishment and modification of debt

 

 

 

 

 

12

 

Compensation expense for share-based payments

 

 

20

 

 

 

16

 

Deferred income taxes and deferred tax asset valuation allowances

 

 

6

 

 

 

(3

)

Changes in working capital and other operating activities

 

 

(139

)

 

 

18

 

Net cash provided by operating activities

 

 

75

 

 

 

180

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Capital expenditures

 

 

(29

)

 

 

(40

)

Businesses acquired, net of cash acquired

 

 

(28

)

 

 

(18

)

Proceeds from collection of notes receivable

 

 

 

 

 

818

 

Proceeds from disposition of assets

 

 

3

 

 

 

1

 

Settlement of company-owned life insurance policies

 

 

21

 

 

 

1

 

Net cash provided by (used in) investing activities

 

 

(33

)

 

 

762

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Net payments on long and short-term borrowings

 

 

(13

)

 

 

(30

)

Debt retirement

 

 

 

 

 

(1,187

)

Debt issuance

 

 

 

 

 

400

 

Cash dividends on common stock

 

 

 

 

 

(13

)

Share purchases for taxes, net of proceeds from employee share-based transactions

 

 

(23

)

 

 

(5

)

Repurchase of common stock for treasury

 

 

(46

)

 

 

(30

)

Other financing activities

 

 

(1

)

 

 

(7

)

Net cash used in financing activities

 

 

(83

)

 

 

(872

)

Effect of exchange rate changes on cash and cash equivalents

 

 

3

 

 

 

(6

)

Net increase (decrease) in cash and cash equivalents

 

 

(38

)

 

 

64

 

Cash, cash equivalents and restricted cash at beginning of period

 

 

729

 

 

 

700

 

Cash, cash equivalents and restricted cash at end of period

 

$

691

 

 

$

764

 

Supplemental information on non-cash investing and financing activities

 

 

 

 

 

 

 

 

Right-of-use assets obtained in exchange for new finance lease liabilities

 

$

2

 

 

$

3

 

Right-of-use assets obtained in exchange for new operating lease liabilities

 

 

39

 

 

 

63

 

Business acquired in exchange for common stock issuance

 

 

35

 

 

 

 

 

THE ODP CORPORATION

BUSINESS UNIT PERFORMANCE

(In millions)

(Unaudited)

 

Business Solutions Division (in millions)

2Q21

2Q20

YTD21

YTD20

Sales

$1,146

$1,024

$2,274

$2,358

Sales change from prior year

12%

 

(4)%

 

Division operating income

$31

$13

$48

$53

Division operating income margin

2.7%

1.3%

2.1%

2.2%

Retail Division (in millions)

2Q21

2Q20

YTD21

YTD20

Sales

$914

$912

$1,953

$2,069

Sales change from prior year

0%

 

(6)%

 

Division operating income

$44

$18

$145

$106

Division operating income margin

4.8%

2.0%

7.4%

5.1%

CompuCom Division (in millions)

2Q21

2Q20

YTD21

YTD20

Sales

$222

$214

$418

$450

Sales change from prior year

4%

 

(7)%

 

Division operating income

$3

$4

$2

$7

Division operating income margin

1.4%

1.9%

0.5%

1.6%

THE ODP CORPORATION

GAAP to Non-GAAP Reconciliations

(Unaudited)

We report our results in accordance with accounting principles generally accepted in the United States (“GAAP”). We also review certain financial measures excluding impacts of transactions that are not related to our core operations (“non-GAAP”). Management believes that the presentation of these non-GAAP financial measures enhances the ability of its investors to analyze trends in its business and provides a means to compare periods that may be affected by various items that might obscure trends or developments in its business. Management uses both GAAP and non-GAAP measures to assist in making business decisions and assessing overall performance. Non-GAAP measures help to evaluate programs and activities that are intended to attract and satisfy customers, separate from expenses and credits directly associated with Merger, restructuring, and certain similar items. Certain non-GAAP measures are also used for short and long-term incentive programs.

Our measurement of these non-GAAP financial measures may be different from similarly titled financial measures used by others and therefore may not be comparable. These non-GAAP financial measures should not be considered superior to the GAAP measures, but only to clarify some information and assist the reader. We have included reconciliations of this information to the most comparable GAAP measures in the tables included within this material.

Free cash flow is a non-GAAP measure, which we define as cash flows from operating activities less capital expenditures. We believe that free cash flow is an important indicator that provides additional perspective on our ability to generate cash to fund our strategy and expand our distribution network. Adjusted free cash flow is also a non-GAAP measure, which we define as free cash flow excluding cash charges associated with the Company’s Maximize B2B Restructuring Plan and its Business Acceleration Program.

(In millions, except per share amounts)

Q2 2021

 

Reported

(GAAP)

 

 

% of

Sales

 

 

Less:

Charges &

Credits

 

 

Adjusted

(Non-GAAP)

 

 

% of

Sales

 

Assets impairments

 

$

115

 

 

 

5.0

%

 

$

115

 

 

$

 

 

 

%

Merger, restructuring and other operating expenses, net

 

$

7

 

 

 

0.3

%

 

$

7

 

 

$

 

 

 

%

Operating income (loss)

 

$

(78

)

 

 

(3.4

)%

 

$

(122

)

 

$

44

 

(6)

 

1.9

%

Income tax expense

 

$

9

 

 

 

0.4

%

 

$

(5

)

 

$

14

 

(8)

 

0.6

%

Net income (loss)

 

$

(88

)

 

 

(3.8

)%

 

$

(117

)

 

$

28

 

(9)

 

1.2

%

Earnings (loss) per share (most dilutive)

 

$

(1.62

)

 

 

 

 

 

$

(2.13

)

 

$

0.51

 

(9)

 

 

 

Depreciation and amortization

 

$

43

 

 

 

1.9

%

 

$

 

 

$

43

 

(10)

 

1.9

%

Q2 2020

 

Reported

(GAAP)

 

 

% of

Sales

 

 

Less:

Charges &

Credits

 

 

Adjusted

(Non-GAAP)

 

 

% of

Sales

 

Assets impairments

 

$

401

 

 

 

18.6

%

 

$

401

 

 

$

 

 

 

%

Merger, restructuring and other operating expenses, net

 

$

65

 

 

 

3.0

%

 

$

65

 

 

$

 

 

 

%

Operating income (loss)

 

$

(456

)

 

 

(21.1

)%

 

$

(466

)

 

$

10

 

(6)

 

0.5

%

Loss on extinguishment and modification of debt

 

$

(12

)

 

 

(0.6

)%

 

$

(12

)

 

$

 

 

 

%

Other income, net

 

$

4

 

 

 

0.2

%

 

$

2

 

 

$

2

 

(7)

 

0.1

%

Income tax expense (benefit)

 

$

(36

)

 

 

(1.7

)%

 

$

(41

)

 

$

5

 

(8)

 

0.2

%

Net loss

 

$

(439

)

 

 

(20.3

)%

 

$

(435

)

 

$

(4

)

(9)

 

(0.2

)%

Loss per share (most dilutive)

 

$

(8.19

)

 

 

 

 

 

$

(8.12

)

 

$

(0.07

)

(9)

 

 

 

Depreciation and amortization

 

$

48

 

 

 

2.2

%

 

$

1

 

 

$

47

 

(10)

 

2.2

%

 

THE ODP CORPORATION

GAAP to Non-GAAP Reconciliations

(Unaudited)

 

YTD 2021

 

Reported

(GAAP)

 

 

% of

Sales

 

 

Less:

Charges &

Credits

 

 

Adjusted

(Non-GAAP)

 

 

% of

Sales

 

Selling, general and administrative expenses

 

$

880

 

 

 

18.9

%

 

$

10

 

 

$

870

 

(5)

 

18.7

%

Assets impairments

 

$

127

 

 

 

2.7

%

 

$

127

 

 

$

 

 

 

%

Merger, restructuring and other operating expenses, net

 

$

21

 

 

 

0.5

%

 

$

21

 

 

$

 

 

 

%

Operating income (loss)

 

$

(22

)

 

 

(0.5

)%

 

$

(158

)

 

$

135

 

(6)

 

2.9

%

Other income, net

 

$

16

 

 

 

0.3

%

 

$

7

 

 

$

9

 

(7)

 

0.2

%

Income tax expense

 

$

15

 

 

 

0.3

%

 

$

(19

)

 

$

34

 

(8)

 

0.7

%

Net income (loss)

 

$

(35

)

 

 

(0.8

)%

 

$

(132

)

 

$

96

 

(9)

 

2.1

%

Earnings (loss) per share (most dilutive)

 

$

(0.65

)

 

 

 

 

 

$

(2.36

)

 

$

1.71

 

(9)

 

 

 

Depreciation and amortization

 

$

89

 

 

 

1.9

%

 

$

2

 

 

$

87

 

(10)

 

1.9

%

YTD 2020

 

Reported

(GAAP)

 

 

% of

Sales

 

 

Less:

Charges &

Credits

 

 

Adjusted

(Non-GAAP)

 

 

% of

Sales

 

Assets impairments

 

$

413

 

 

 

8.5

%

 

$

413

 

 

$

 

 

 

%

Merger, restructuring and other operating expenses, net

 

$

81

 

 

 

1.7

%

 

$

81

 

 

$

 

 

 

%

Operating income (loss)

 

$

(376

)

 

 

(7.7

)%

 

$

(494

)

 

$

119

 

(6)

 

2.4

%

Loss on extinguishment and modification of debt

 

$

(12

)

 

 

(0.2

)%

 

$

(12

)

 

$

 

 

 

%

Other income, net

 

$

5

 

 

 

0.1

%

 

$

2

 

 

$

3

 

(7)

 

0.1

%

Income tax expense (benefit)

 

$

(15

)

 

 

(0.3

)%

 

$

(48

)

 

$

33

 

(8)

 

0.7

%

Net income (loss)

 

$

(394

)

 

 

(8.1

)%

 

$

(456

)

 

$

62

 

(9)

 

1.3

%

Earnings (loss) per share (most dilutive)

 

$

(7.31

)

 

 

 

 

 

$

(8.46

)

 

$

1.15

 

(9)

 

 

 

Depreciation and amortization

 

$

97

 

 

 

2.0

%

 

$

2

 

 

$

95

 

(10)

 

1.9

%

 

 

13 Weeks Ended

 

 

26 Weeks Ended

 

 

 

June 26,

 

 

June 27,

 

 

June 26,

 

 

June 27,

 

Adjusted EBITDA:

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Net loss

 

$

(88

)

 

$

(439

)

 

$

(35

)

 

$

(394

)

Income tax expense (benefit)

 

 

9

 

 

 

(36

)

 

 

15

 

 

 

(15

)

Loss before income taxes

 

 

(79

)

 

 

(475

)

 

 

(20

)

 

 

(409

)

Add (subtract)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

 

 

 

 

 

 

 

 

 

(3

)

Interest expense

 

 

6

 

 

 

11

 

 

 

14

 

 

 

29

 

Adjusted depreciation and amortization (10)

 

 

43

 

 

 

47

 

 

 

87

 

 

 

95

 

Charges and credits, pretax (11)

 

 

122

 

 

 

476

 

 

 

151

 

 

 

504

 

Adjusted EBITDA

 

$

93

 

 

$

59

 

 

$

231

 

 

$

216

 

Amounts may not foot due to rounding. The sum of the quarterly amounts may not equal the reported amounts for the year due to rounding.

(5)

Adjusted selling, general and administrative expenses for the first half of 2021 exclude charges for CompuCom’s malware incident related costs of $10 million.

(6)

Adjusted operating income (loss) for all periods presented herein exclude merger, restructuring and other operating expenses, net, asset impairments (if any) and CompuCom’s malware incident related costs (if any).

(7)

Adjusted other income, net for the first half of 2021 excludes credits for the release of certain liabilities of our former European Business of $7 million. Adjusted other income, net for the second quarter and first half of 2020 both exclude credits for Indemnification asset adjustments of $2 million.

(8)

Adjusted income tax expense (benefit) for all periods presented herein exclude the tax effect of the charges or credits not indicative of core operations as described in the preceding notes.

(9)

Adjusted net income (loss) and adjusted earnings (loss) per share (most dilutive) for all periods presented exclude merger, restructuring and other operating expenses, net, asset impairments (if any), CompuCom’s malware incident related costs (if any), European Business liabilities release (if any), loss on extinguishment and modification of debt (if any), indemnification asset adjustments (if any), and exclude the tax effect of the charges or credits not indicative of core operations.

(10)

Adjusted depreciation and amortization for all periods presented herein exclude accelerated depreciation caused by updating the salvage value and shortening the useful life of depreciable fixed assets to coincide with the planned store closures under an approved restructuring plan, but only if impairment is not present. Accelerated depreciation charges are restructuring expenses and included in the Charges and credits, pretax line item.

(11)

Charges and credits, pretax for all periods presented include merger, restructuring and other operating expenses, net, asset impairments (if any), CompuCom’s malware incident related costs (if any), European Business liabilities release (if any), loss on extinguishment and modification of debt (if any), and indemnification asset adjustments (if any).

 

THE ODP CORPORATION

GAAP to Non-GAAP Reconciliations

(Unaudited)

 

 

 

13 Weeks Ended

 

 

26 Weeks Ended

 

 

 

June 26,

 

 

June 27,

 

 

June 26,

 

 

June 27,

 

Free cash flow

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Net cash provided by (used in) operating activities

 

$

(11

)

 

$

(8

)

 

$

75

 

 

$

180

 

Capital expenditures

 

 

(16

)

 

 

(15

)

 

 

(29

)

 

 

(40

)

Free cash flow

 

 

(27

)

 

 

(23

)

 

 

46

 

 

 

140

 

Adjustments for certain cash charges

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maximize B2B Restructuring Plan

 

 

11

 

 

 

3

 

 

 

16

 

 

 

3

 

Business Acceleration Program

 

 

3

 

 

 

13

 

 

 

4

 

 

 

23

 

Adjusted free cash flow

 

$

(13

)

 

$

(7

)

 

$

66

 

 

$

166

 

Amounts may not foot due to rounding. The sum of the quarterly amounts may not equal the reported amounts for the year due to rounding.

 

THE ODP CORPORATION

Store Statistics

(Unaudited)

 

 

 

Q2

 

 

Q2

 

 

YTD

 

 

 

2020

 

 

2021

 

 

2021

 

Retail Division:

 

 

 

 

 

 

 

 

 

 

 

 

Stores opened

 

 

 

 

 

 

 

 

 

Stores closed

 

 

35

 

 

 

55

 

 

 

63

 

Total retail stores (U.S.)

 

 

1,260

 

 

 

1,091

 

 

 

 

Total square footage (in millions)

 

 

28.0

 

 

 

24.0

 

 

 

 

Average square footage per store (in thousands)

 

 

22.2

 

 

 

22.1

 

 

 

 

 

Tim Perrott

Investor Relations

561-438-4629

[email protected]

Danny Jovic

Media Relations

561-438-1594

[email protected]

KEYWORDS: United States North America Florida

INDUSTRY KEYWORDS: Supply Chain Management Online Retail Retail Communications Specialty Office Products Public Relations/Investor Relations

MEDIA:

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Reliance Steel & Aluminum Co. Agrees to Acquire Merfish United

LOS ANGELES, Aug. 04, 2021 (GLOBE NEWSWIRE) — Reliance Steel & Aluminum Co. (NYSE:RS) announced today that it has entered into a definitive agreement to acquire Merfish United, a leading master distributor of tubular building products in the United States, from One Equity Partners, a middle market private equity firm. Headquartered in Ipswich, Massachusetts, Merfish United serves 47 U.S. states through its twelve strategically located distribution centers. Merfish United’s broad product offering includes full lines of steel pipe, copper tubing, plastic pipe, electrical conduit and related products for the commercial, residential, municipal and industrial building markets. The Company’s strong customer relationships, which are structured through national accounts, buying groups and independent wholesale distribution customers, support the plumbing and heating; pipe, valve and fittings (PVF); heating, ventilation and air conditioning (HVAC); waterworks; fire protection; pool supply; lumber yard; fence; steel service center and electrical supply markets. A proprietary fleet of approximately 65 trucks provides Merfish United with competitive advantages, including timely deliveries to meet its customers’ needs. For the twelve months ended June 30, 2021, Merfish United’s net sales were approximately $500 million.

This transaction fits within Reliance’s acquisition strategy of acquiring immediately accretive companies with strong management teams, and has broadened to not only focus on traditional metals service centers, but also adjacent business opportunities. The acquisition of Merfish United supports Reliance’s customer, product and geographical diversification strategy and significantly increases its exposure to copper and plastic products. In addition, Merfish United will help position Reliance in the adjacent industrial distribution space and create a platform for further growth in this area, both organically and through future acquisitions.

The transaction is expected to close within the next 60 days, subject to regulatory approval and customary closing conditions. The current Merfish United team, including management, is expected to remain in place post-closing. The terms of the transaction were not disclosed.

About Reliance Steel & Aluminum Co.

Founded in 1939 and headquartered in Los Angeles, California, Reliance Steel & Aluminum Co. (NYSE: RS) is a leading global diversified metal solutions provider and the largest metals service center company in North America. Through a network of approximately 300 locations in 40 states and 13 countries outside of the United States, Reliance provides value-added metals processing services and distributes a full-line of over 100,000 metal products to more than 125,000 customers in a broad range of industries. Reliance focuses on small orders with quick turnaround and increasing levels of value-added processing. In 2020, Reliance’s average order size was $1,910, approximately 49% of orders included value-added processing and approximately 40% of orders were delivered within 24 hours. Reliance Steel & Aluminum Co.’s press releases and additional information are available on the Company’s website at www.rsac.com.

Forward-Looking Statements
This press release may contain certain statements that are, or may be deemed to be, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may include, but are not limited to, statements concerning Reliance’s proposed acquisition of Merfish United as well as discussions of Reliance’s industry, end markets, business strategies and expectations concerning future demand and metals pricing and the Company’s results of operations, margins, profitability, impairment charges, taxes, liquidity, litigation matters and capital resources. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “preliminary,” “range” and “continue,” the negative of these terms, and similar expressions.

These forward-looking statements are based on management’s estimates, projections and assumptions as of today’s date that may not prove to be accurate. Forward-looking statements involve known and unknown risks and uncertainties and are not guarantees of future performance. Actual outcomes and results may differ materially from what is expressed or forecasted in these forward-looking statements as a result of various important factors, including, but not limited to, those disclosed in reports Reliance has filed with the United States Securities and Exchange Commission (the “SEC”). Risks and uncertainties related to the proposed transaction include, but are not limited to, delays in or failure to obtain any required governmental and regulatory approvals; failure to consummate or delay in consummating the transaction for other reasons; the possibility that the expected benefits of the transaction may not materialize as expected; disruption from the proposed transaction making it more difficult to maintain business and operational relationships; and the failure to successfully integrate the acquired company. As a result, these statements speak only as of the date that they are made, and Reliance disclaims any and all obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Important risks and uncertainties about Reliance’s business can be found in “Item 1A. Risk Factors” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC.

CONTACT:         
[email protected]
(213) 576-2428

or Addo Investor Relations
(310) 829-5400